Statement of Changes in Beneficial Ownership (4)
September 25 2020 - 4:16PM
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
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1. Name and Address of Reporting Person
*
Armstrong Stevan |
2. Issuer Name and Ticker or Trading Symbol
SG BLOCKS, INC.
[
SGBX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Technology Officer |
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(Last)
(First)
(Middle)
C/O SG BLOCKS, INC.,, 17 STATE STREET, 19TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/23/2020 |
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(Street)
NEW YORK, NY 10004
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 9/23/2020 | | A | | 50000 (1) | A | $0 | 51772 | D | |
| Common Stock | | | | | | | | 606 | I (2) | SMA Development Group, LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
| Explanation of Responses: |
| (1) | Represents a grant of restricted stock units ("RSUs") under the SG Blocks, Inc. Stock Incentive Plan. Each RSU represents the right to receive, upon vesting, one share of the issuer's common stock, par value $0.01. The RSUs will vest 1/3 on the date hereof, 1/3 on the one year anniversary of the grant date and 1/3 on the two year anniversary of the grant date, subject to the reporting person's continued service as an officer of the issuer through such date. |
| (2) | Shares are held by SMA Development Group, LLC, an entity controlled by Mr. Armstrong. Mr. Armstrong specifically disclaims beneficial ownership of the shares of common stock held by SMA Development Group, LLC, except to the extent of his pecuniary interest therein, and this filing shall not be deemed to be an admission that Mr. Armstrong is the beneficial owner of such shares of common stock. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Armstrong Stevan
C/O SG BLOCKS, INC.,
17 STATE STREET, 19TH FLOOR
NEW YORK, NY 10004 |
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| Chief Technology Officer |
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Signatures
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| /s/ Stevan Armstrong | | 9/25/2020 |
| **Signature of Reporting Person | Date |
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