Statement of Changes in Beneficial Ownership (4)
Source: Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
1. Name and Address of Reporting Person *
VENEGAS ZACHARY L 2. Issuer Name and Ticker or Trading Symbol
Helix TCS, Inc. [ HLIX ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__ X __ Director __ X __ 10% Owner
__ X __ Officer (give title below) _____ Other (specify below)
CEO
(Last) (First) (Middle)
C/O HELIX TCS, INC., 5300 DTC PARKWAY, SUITE 300 3. Date of Earliest Transaction (MM/DD/YYYY)
9/6/2018
(Street)
GREENWOOD VILLAGE, CO 80111
(City) (State) (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 9/6/2018 S (1) 6134.0000 D $1.1500 (2) 22611802.0000 I As Controlling Manager and Member of Helix Opportunities, LLC
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Employee Stock Option (Right to Buy) $2.2660 (3) 2/15/2023 Common Stock 40000.0000 40000.0000 D
Stock Option (Right to Buy) $2.2660 (3) 2/15/2028 Common Stock 450000.0000 450000.0000 D
Class "A" Convertible Preferred Stock $0 (4) (4) (5) Common Stock 1000000.0000 1000000.0000 I Through Helix Opportunities, LLC as Controlling Manager and Member of Helix Opportunities, LLC
Explanation of Responses:
(1) The sale was effected pursuant to a Rule 10b5-1 trading plan dated April 13, 2018 executed by Helix Opportunities, LLC .
(2) This transaction was executed in multiple trades ranging from $1.11 to $1.22. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder full information regarding the number of shares and prices at which the transactions were effected.
(3) Vested in full on April 30, 2018.
(4) The Class "A" Convertible Preferred Stock includes super majority voting rights and is convertible into 60% of common stock at any time.
(5) The Class "A" Convertible Preferred Stock does not have an expiration date.
Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
VENEGAS ZACHARY L
C/O HELIX TCS, INC.
5300 DTC PARKWAY, SUITE 300
GREENWOOD VILLAGE, CO 80111 X X CEO
Signatures
/s/ W. David Mannheim, by Power of Attorney 9/10/2018
** 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.
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