Princeton Opportunity Management LLC and 3 Others Buys $4.34M of ClearSign Technologies Corp (CLIR) — SEC Form 4, Jun 26, 2024
Open-Market Net Purchase · SEC Form 4
+$4,341,025
Equity position changed by +51.2%
Reporting Owners
10%+
10%+
+ 1 more
TXN 2024-06-24
·
FILED 2024-06-26
Equity Position
9.89M sh
6,537,840 → 9,887,840
Equity Change
+51.2%
shares held after vs before
Filing Lag
2 business days
within 2-day SEC deadline
Form 4 · Statement of Changes in Beneficial Ownership
Reporting Owners
| Name | Relationship |
|---|---|
| Princeton Opportunity Management LLC CIK 0001749086 |
10% Owner
|
| Clirspv LLC CIK 0001747304 |
10% Owner
|
| Gpclirspv LLC CIK 0001749087 |
10% Owner
|
| Robert Thurston Hoffman Sr CIK 0001748409 |
10% Owner
|
Princeton Opportunity Management LLC at ClearSign Technologies Corp
Full insider history
Bought (12 mo)
—
Sold (12 mo)
—
More from this insider at ClearSign Technologies Corp
| 2024-02-02 | Gift/Other | — | View |
| 2022-07-13 | Buy | +$1,766,669 | View |
Non-Derivative Securities Transactions
Derivative Securities Transactions
| Title | Strike | Date | Type | Shares | Price | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| Redeemable Warrants to Purchase Common StockF5F1F5F5F2 | 2024-06-24 | P - Purchase | 7,039,500 A | $0.01 | 7,039,500 Common Stock | Indirect See Footnote | ||
| Pre-Funded Warrants to Purchase Common StockF6F1F6F6F2 | 2024-06-24 | P - Purchase | 1,343,000 A | $0.91 | 1,343,000 Common Stock | Indirect See Footnote |
Footnotes (6)
- F1
- The securities reported herein were issued to clirSPV LLC ("clirSPV") pursuant to a Securities Purchase Agreement, dated as of June 24, 2024, as amended on June 26, 2024 (as amended, the "Purchase Agreement"), by and among the Issuer and clirSPV, in connection with its participation right to purchase unregistered securities of the Issuer to maintain a 19.99% ownership percentage of the Issuer's outstanding shares of common stock on terms and conditions no different than those offered to other purchasers. Pursuant to the Purchase Agreement, the Issuer issued clirSPV an aggregate of (i) 3,350,000 shares of common stock, (ii) redeemable warrants to purchase up to 7,039,500 shares of common stock and (iii) pre-funded warrants to purchase up to 1,343,000 shares of common stock. Show more
- F2
- Mr. Hoffman is the managing member of GPclirSPV LLC which is the managing member of clirSPV, the owner of the shares of common stock. Mr. Hoffman disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in clirSPV. Mr. Hoffman has direct ownership of none of the shares of common stock purchased and a total direct beneficial ownership of 237,464 shares of common stock. clirSPV has direct ownership of 3,350,000 shares of common stock purchased and total direct beneficial ownership of 9,539,857 shares of common stock. GPclirSPV LLC has no direct ownership of the shares purchased and total indirect beneficial ownership of 9,539,857 shares of common stock. Princeton Opportunity Management LLC has no direct ownership of shares purchased and total indirect beneficial ownership of 9,539,857 shares of common stock. Show more
- F3
- Includes 110,519 shares of common stock held in an individual retirement arrangement ("IRA"). Show more
- F4
- This total reflects the effect of other transactions that have occurred since the date of Mr. Hoffman's last Form 4, including vesting of restricted stock units previously issued to Mr. Hoffman as compensation for his services as a former member of the Issuer's board of directors. Show more
- F5
- The redeemable warrants are exercisable by clirSPV at any time on or after six (6) months after the date of the Purchase Agreement, or December 24, 2024, until June 24, 2029 at an exercise price per share equal to $1.05, subject to a 19.99% beneficial ownership blocker. Show more
- F6
- The pre-funded warrants are exercisable by clirSPV at any time on or after the date of the Purchase Agreement, or June 24, 2024, until fully exercised at an exercise price per share equal to $0.0001, subject to a 19.99% beneficial ownership blocker. The pre-funded warrants have no expiration date Show more
Related filings at ClearSign Technologies Corp
Institutional Holders
13F holders · Jun 30, 2026
25
institutional managers reporting a position
Largest by reported value
5%+ Holders · 13D/G
2 filers
-
John M Pasquesi 19.9%
-
clirSPV LLC 4.3%
Other insiders at ClearSign Technologies Corp
GET /v1/forms/4/0001104659-24-075270
API docs
View Original SEC Filing