SCWorx Corporation

07/23/2021 | Press release | Distributed by Public on 07/23/2021 13:04

Insider Trading Report (SEC Filing - 4)

SEC FORM 4SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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OMB Number: 3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Schessel Marc Sanford
(Last) (First) (Middle)
4 JACOBS LANE
(Street)
NEW PALTZ NY 12561
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SCWorx Corp. [ WORX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/21/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $.001 par value 862,606 D
Common Stock, $.001 par value 197,820 I See Footnote(1)
Restricted Stock Units 75,000(2) D
Restricted Stock Units 25,000(3) D
Restricted Stock Units 25,000(4) D
Restricted Stock Units 25,000(5) D
Restricted Stock Units 80,000(6) D
Restricted Stock Units 319,000(7) D
Restricted Stock Units 20,000(8) D
Common Stock 07/21/2021 S 150,000 D $2.43 359,613 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 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: 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. Owned of record by Greg Lewis Stivers, Trustee, TSS 2019 Irrevocable Trust. These shares are held in a trust for the benefit of the reporting person's spouse, who is not a trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of. Section 16 or for any other purpose.
2. These Restricted stock Units ('RSUs') vest in quarterly installments over three years, commencing August 15, 2019.
3. These RSUs vest only if the Issuer obtains $10M in new recurring revenue on or before 08/15/20.
4. These RSUs vest if and when the Issuer's stock price attains a volume weighted average price ('VWAP') of$20 per share for 15 consecutive trading days.
5. These RSU s vest if and when the Issuer's stock price attains a VWAP of $40 per share for 15 consecutive trading days.
6. The Restricted Stock Units vested in full on 09/17/20.
7. The Restricted Stock Unites vest in 12 quarterly tranches beginning September 30, 2020
8. The Restricted Stock Units vested in full on 09/17/20.
/s/ Marc S. Schessel 07/22/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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