4//SEC Filing
Quinlan Mark R. 4
Accession 0000902664-24-005900
CIK 0000023197other
Filed
Oct 17, 8:00 PM ET
Accepted
Oct 18, 9:50 PM ET
Size
13.2 KB
Accession
0000902664-24-005900
Insider Transaction Report
Form 4
Quinlan Mark R.
Director
Transactions
- Award
Series B-2 Convertible Preferred Stock
2024-10-17+30,311.32→ 30,311.32 total(indirect: See footnote)→ Common Stock (4,051,132 underlying) - Award
Series B-2 Convertible Preferred Stock
2024-10-17+606.22→ 30,917.54 total(indirect: See footnote)→ Common Stock (81,021 underlying) - Disposition to Issuer
Series B-1 Convertible Preferred Stock
2024-10-17−30,311.32→ 0 total(indirect: See footnote)→ Common Stock (4,051,132 underlying)
Footnotes (10)
- [F1]Conversion price of $7.99.
- [F10]Issued as October Additional Shares as defined and as described in that certain Subscription and Exchange Agreement dated as of October 17, 2024 by and among the Issuer and the investors listed on the signature pages attached thereto, attached as Exhibit 10.3 to the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on October 18, 2024.
- [F2]Holders of Series B-1 Convertible Preferred Stock had the right to convert their shares of Series B-1 Convertible Preferred Stock at any time. Subject to the terms and conditions set forth in the Certificate of Designations of the Series B-1 Convertible Preferred Stock, the Issuer had the right to designate any business day after July 22, 2027 as a conversion date for all or any portion that is a whole number of the outstanding shares of Series B-1 Convertible Preferred Stock.
- [F3]The Series B-1 Convertible Preferred Stock had no expiration date.
- [F4]Includes accumulated dividends through October 16, 2024.
- [F5]The shares of Series B-1 Convertible Preferred Stock were exchanged for an equal number of shares of Series B-2 Convertible Preferred Stock.
- [F6]The securities reported herein are held by funds managed by White Hat Capital Partners LP, a Delaware limited partnership (the "WH Investment Manager"). Mr. Mark R. Quinlan (the "Reporting Person") serves as the co-managing member of the general partner of the WH Investment Manager. The filing of this statement shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. The Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
- [F7]Conversion price of $7.99, subject to adjustments as set forth in the Certificate of Designations of the Series B-2 Convertible Preferred Stock (the "Series B-2 CoD").
- [F8]Holders of Series B-2 Convertible Preferred Stock have the right to convert their shares of Series B-2 Convertible Preferred Stock at any time. Subject to the terms and conditions set forth in the Series B-2 CoD, the Issuer has the right to designate any business day after July 22, 2027 as a conversion date for all or any portion that is a whole number of the outstanding shares of Series B-2 Convertible Preferred Stock.
- [F9]The Series B-2 Convertible Preferred Stock has no expiration date.
Documents
Issuer
COMTECH TELECOMMUNICATIONS CORP /DE/
CIK 0000023197
Entity typeother
Related Parties
1- filerCIK 0001889157
Filing Metadata
- Form type
- 4
- Filed
- Oct 17, 8:00 PM ET
- Accepted
- Oct 18, 9:50 PM ET
- Size
- 13.2 KB