Item 3.02 Unregistered Sales of Equity Securities.
Effective October 16, 2015, WindStream Technologies, Inc. (the “Company”) issued 22,928,332 shares of common stock to an accredited investor upon conversion of $3,095.32 in principal of an outstanding convertible debenture at a conversion price of $0.000135 per share.
Effective October 19, 2015, the Company issued 30,300,000 shares of common stock to an accredited investor upon conversion of $5,454 in principal of an outstanding convertible debenture at a conversion price of $0.00018 per share.
Effective October 20, 2015, the Company issued 29,141,555 shares of common stock to an accredited investor upon conversion of $5,245.48 in principal and accrued interest of an outstanding convertible debenture at a conversion price of $0.00018 per share.
Effective October 21, 2015, the Company issued 30,900,000 shares of common stock to an accredited investor upon conversion of $6,489 in principal of an outstanding senior secured convertible debenture at a conversion price of $0.00021 per share.
Effective October 21, 2015, the Company issued 33,905,970 shares of common stock to an accredited investor upon conversion of $5,594 in principal of an outstanding convertible debenture at a conversion price of $0.000165 per share.
Effective October 22, 2015, the Company issued 30,174,222 shares of common stock to an accredited investor upon conversion of $5,431.36 in principal and accrued interest of an outstanding convertible debenture at a conversion price of $0.00018 per share.
Effective October 23, 2015, the Company issued 29,820,173 shares of common stock to an accredited investor upon conversion of $2,684 in principal of an outstanding convertible debenture at a conversion price of $0.00009 per share.
Effective October 23, 2015, a holder of Warrant #1, issued September 26, 2014, exercised such warrant for 14,500 shares of common stock pursuant to the cashless exercise provisions thereof. Pursuant to the terms of such warrant, the Company elected to issue 60,938,462 shares of common stock to the holder thereof in respect thereof pursuant to the cashless exercise formula set forth therein.
The above issuances were made in reliance on an exemption from registration set forth in Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder.
Effective October 23, 2015, after the issuances described above, the Company had 886,249,991 shares of common stock issued and outstanding.
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