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4//SEC Filing

SALON MEDIA GROUP INC 4

Accession 0001209191-04-009355

CIK 0001084332operating
View on SEC.govCompany Profile

Filed

Feb 11, 7:00 PM ET

Accepted

Feb 12, 6:50 PM ET

Size

30.9 KB

Accession

0001209191-04-009355

Insider Transaction Report

Form 4
Period: 2004-02-10
SALON MEDIA GROUP INCSALN.OB
W R HAMBRECHT CO INC
10% Owner
Transactions
  • Award

    Series C Preferred Stock

    2004-02-10$800.00/sh+125$100,000→ 125 total
  • Award

    Series C Preferred Stock

    2003-12-30$800.00/sh+127$101,600→ 127 total(indirect: See Footnote)
  • Purchase

    Common Stock Warrant

    2004-02-10$0.03/sh+300,000$10,350→ 300,000 total
    Exercise: $0.03From: 2004-02-10Exp: 2007-02-10→ Common Stock (300,000 underlying)
Holdings

  • Series C Preferred Stock

    301

  • Common Stock Warrant

    Exercise: $0.29From: 2001-08-09Exp: 2006-08-09→ Common Stock (600,000 underlying)
    0

  • Common Stock Warrant

    Exercise: $0.06From: 2003-07-24Exp: 2006-07-24→ Common Stock (150,000 underlying)
    150,000

  • Series A Preferred Stock

    75

  • Series A Preferred Stock

    (indirect: See Footnote)
    50

  • Series C Preferred Stock

    (indirect: See Footnote)
    65

  • Common Stock

    1,020,275

  • Common Stock

    (indirect: See Footnote)
    710,000

  • Common Stock Warrant

    (indirect: See Footnote)
    Exercise: $0.06From: 2003-06-12Exp: 2006-06-12→ Common Stock (150,000 underlying)
    550,000

  • Common Stock Warrant

    (indirect: See Footnote)
    Exercise: $0.29From: 2001-08-09Exp: 2006-08-09→ Common Stock (400,000 underlying)
    0

  • Common Stock Warrant

    Exercise: $0.06From: 2003-07-24Exp: 2006-07-24→ Common Stock (50,000 underlying)
    200,000
Footnotes (11)
  • [F1]Mr. Hambrecht may be deemed to beneficially own: (i) 75 Shares of Series A Preferred Stock and 109 Shares of Series C Preferred Stock held by The Sarah and William Hambrecht Foundation (ii) 190 Shares of Series C Preferred Stock, 1,020,275 shares of Common Stock, and 300,000 shares of Common Stock issuable upon the exercise of warrants, in each case held by The Hambrecht 1980 Revocable Trust, and (iii) 127 Shares of Series C Preferred Stock held by HAMCO Capital Corporation.
  • [F10]Sold to Hambrecht 1980 Revocable Trust pursuant to a Securities Purchase Agreement, dated February 10, 2004.
  • [F11]Sold to WRH+Co pursuant to a Securities Purchase Agreement, dated February 10, 2004.
  • [F2]Mr. Hambrecht is the Manager of WRHambrecht+Co LLC (WRH+Co) and has shared voting and dispository power over 550,000 shares of Common Stock issuable upon exercise of warrants held by WRH+Co. WRHambrecht+Co Inc, the company that owns 100% of WRH+Co, owns (i)50 Shares of Series A Preferred Stock, (ii)710,000 shares of Common Stock, (iii)190 Shares of Series C Preferred Stock, and (iv)300,000 shares of Common Stock issuable upon exercise of warrants. As of 12/31/2003, Mr. Hambrecht indirectly held a 19.9% interest in WR Hambrecht+Co, Inc., and, accordingly, disclaims beneficial ownership of all interests in the Issuer directly or indirectly held by WR Hambrecht+Co, Inc. other than (i)141,290 shares of Common Stock, (ii)38 shares of Series C Preferred Stock, (iii)169,150 shares of Common Stock issuable upon exercise of warrants, and (iv)9.95 shares of Series A Preferred Stock, in each case representing his proportionate ownership interest in WR Hambrecht+Co, Inc.
  • [F3]As manager of WRH+Co.
  • [F4]The Hambrecht 1980 Revocable Trust acquired warrants to purchase shares of the Issuer's Common Stock pursuant to a Securities Purchase Agreement, dated August 9,2001.
  • [F5]Sold to The Hambrecht 1980 Revocable Trust pursuant to Note and Warrant Purchase Agreements, dated June 12, 2003 and July 24, 2003, respectively.
  • [F6]Sold to Hambrecht 1980 Revocable Trust pursuant to Note and Warrant Purchase Agreements, over which Mr. Hambrecht has investment and voting power.
  • [F7]Sold to HAMCO Capital Corporation, over which Mr. Hambrecht has investment and voting power, pursuant to Note and Warrant Purchase Agreements.
  • [F8]Sold to WRH+Co pursuant to a Securities Purchase Agreement, dated August 9, 2001.
  • [F9]Sold to WRH+Co pursuant to a Note and Warrant Purchase Agreement, dated June 12, 2003.

Documents

2 files

Issuer

SALON MEDIA GROUP INC

CIK 0001084332

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001084332

Filing Metadata

Form type
4
Filed
Feb 11, 7:00 PM ET
Accepted
Feb 12, 6:50 PM ET
Size
30.9 KB
View on SEC.gov