| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
INNOVO GROUP INC [ INNO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/06/2004 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 05/06/2004 | S | 10,000 | D | $1.4 | 746,222 | D | |||
| Common Stock | 05/06/2004 | S | 300 | D | $1.41 | 745,922 | D(1) | |||
| Common Stock | 3,935,714 | D(2) | ||||||||
| Common Stock | 2,632,928 | I | See note(3) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Mr. Paul Guez exercises the sole power to direct the voting and disposition of these shares held for the account of Commerce Investment Group LLC ("Commerce"), an entity jointly owned by Hubert Guez and Paul Guez, but which Paul Guez has the sole power to direct the voting and disposition of these shares. |
| 2. Mr. Paul Guez also exercises the sole power to direct the voting and disposition of the following shares:(i) 285,714 shares held for the account of SHD Investments LLC, an entity which Mr. Paul Guez serves as its President; (ii) 2,200,000 shares held for the account of Azteca Production International Inc. ("Azteca"), an entity jointly owned by Hubert Guez and Paul Guez, but which Paul Guez has the sole power to direct the voting and disposition of these shares; (iii) 1,450,000 shares held for the account of Integrated Apparel Resources LLC, an entity jointly owned by Hubert Guez and Paul Guez, but which Paul Guez has the sole power to direct the voting and disposition of these shares. |
| 3. Mr. Paul Guez may be deemed to be the indirect owner of the following shares due to his indirect pecuniary interest therein as the joint owner of the entity: (i) 707,928 shares held for the account of Commerce, but which Hubert Guez exercises the sole power to direct the voting and disposition of these shares, (ii) 300,000 shares issuable upon exercise of warrants held for the account of Commerce, but which Hubert Guez exercises the sole power to direct the voting and disposition of these shares; and (iii) 1,625,000 shares held for the account of Azteca, but which Hubert Guez exercises the sole power to direct the voting and dispostion of these shares. Mr. Paul Guez disclaims beneficial ownership of these shares. The filing of this statement shall not be deemed an admission that Paul Guez is the beneficial owner of any securities not held directly for his accounts for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. |
| Remarks: |
| Commerce Investment Group LLC is no longer subject to Section 16 reporting requirements as it no longer a 10% holder. |
| /s/ Paul Guez | 05/10/2004 | |
| /s/ Paul Guez, co-owner of Commerce Investment Group LLC | 05/10/2004 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||