09/12/2025 | Press release | Distributed by Public on 09/12/2025 16:46
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (right to buy) | $0.60 | 11/15/2015 | 11/15/2025 | Common Stock, no par value | 150,000 | 150,000 | D | ||||||||
Stock Option (right to buy) | $3 | 06/30/2017 | 04/19/2027 | Common Stock, no par value | 150,000 | 150,000 | D | ||||||||
Stock Option (right to buy) | $4 | 12/31/2017 | 04/19/2027 | Common Stock, no par value | 150,000 | 150,000 | D | ||||||||
Stock Option (right to buy) | $12 | 12/31/2020 | 12/31/2025 | Common Stock, no par value | 100,000 | 100,000 | D | ||||||||
Stock Option (right to buy) | $12 | 12/31/2021 | 12/31/2026 | Common Stock, no par value | 100,000 | 100,000 | D | ||||||||
Stock Option (right to buy) | $12.34 | 03/31/2022 | 03/11/2027 | Common Stock, no par value | 17,500 | 17,500 | D | ||||||||
Stock Option (right to buy) | $3.28 | 04/30/2023 | 04/05/2028 | Common Stock, no par value | 17,500 | 17,500 | D | ||||||||
Stock Option (right to buy) | $1.58 | 09/12/2023(3) | 09/12/2028 | Common Stock, no par value | 450,000 | 450,000 | D | ||||||||
Stock Option (right to buy) | $1.26 | 03/27/2025(4) | 03/27/2030 | Common Stock, no par value | 150,000 | 150,000 | D | ||||||||
Subordinated Convertible Promissory Note | $3 | (1) | 05/16/2025 | Common Stock, no par value | $250,000(2) | $250,000(2) | D | ||||||||
Series A-1 Preferred Stock | (5) | (5) | (5) | Common Stock, no par value | 208,334(5) | 10,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SOKOLOW LEONARD J C/O SKYX PLATFORMS CORP. 2855 W. MCNAB ROAD POMPANO BEACH, FL 33069 |
X | Co-Chief Executive Officer |
/s/ Leonard J. Sokolow | 09/12/2025 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The principal amount, plus any accrued and unpaid interest, is convertible into shares of common stock at the holder's discretion at the conversion price of $3.00 per share. |
(2) | Represents the principal amount of the convertible note and excludes interest that may accrue. Beginning January 1, 2024, the note accrues interest at a rate of 10.0% per annum, which is payable annually, in cash or common stock, at the holder's discretion. Prior to such date, the note accrued interest at a rate of 6.0% per annum. |
(3) | Options vest over 3.5 years as follows, subject to continued employment through the vesting date: 120,000 vested on September 12, 2023; 300,000 vest in six semi-annual installments of 50,000, beginning on March 12, 2024; and 30,000 vest on March 12, 2027. |
(4) | Options vest in three equal annual installments, beginning on March 27, 2025, the grant date, subject to continued employment through the vesting date. |
(5) | The Series A-1 Preferred Stock (the "Preferred Stock") has an original issue price of $25.00 per share and is convertible at any time, at the holder's option, into shares of the issuer's common stock at an adjusted conversion price of $1.20 per share (or approximately 20.83 shares of common stock for each share of Preferred Stock). Until October 4, 2026, the Preferred Stock is subject to mandatory conversion by the issuer upon the occurrence of certain specified events. In addition, the issuer may redeem the Preferred Stock for cash upon the occurrence of certain events or at any time beginning October 4, 2027. The Preferred Stock has no expiration date. |
(6) | The reporting person has elected to satisfy his tax withholding obligation in connection with the vesting of restricted stock units ("RSUs") by directing the issuer to withhold shares otherwise issuable upon vesting of the grant. |
(7) | Includes 130,000 RSUs, which will vest as follows, subject to continued employment through the vesting date: 100,000 in two semi-annual installments of 50,000 beginning on March 12, 2026 and 30,000 on March 12, 2027. |