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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (1) | 07/30/2012 | M | 750,000 | (2) | (2) | Common Stock | 750,000 | $ 0 | 4,278,500 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Schnell Lonnie D C/O TALON INTERNATIONAL, INC. 21900 BURBANK BLVD., SUITE 270 WOODLAND HILLS, CA 91367 |
X | C.E.O. and C.F.O. |
/s/ Lonnie D. Schnell | 07/30/2012 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Each restricted stock unit represents a contingent right to receive one share of Talon International, Inc. common stock. On July 30, 2012, 750,000 of the reporting persons restricted stock units were settled for an equal number of shares of Talon International, Inc. common stock. |
(2) | Vested with respect to 2,889,250 shares on Aug. 30, 2011 and vests with respect to 577,850 shares on each of Jan. 30, 2012, July 30, 2012, Jan. 30, 2013, July 30, 2013 and Jan. 30, 2014. Pursuant to a deferral election, the remaining shares will be delivered to the reporting person as follows: 750,000 shares on Jan. 30, 2013; 1,000,000 shares on July 30, 2013; 1,000,000 shares on Jan. 30, 2014 and 1,528,400 shares July 30, 2014, in each case subject to continued vesting and earlier settlement in the event of a change of control or the death of the reporting person. |