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FPAY FlexShopper Inc

1.04
0.01 (0.97%)
04 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
FlexShopper Inc NASDAQ:FPAY NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.01 0.97% 1.04 1.00 1.15 1.06 1.03 1.04 47,020 05:00:01

Statement of Changes in Beneficial Ownership (4)

25/11/2019 9:03pm

Edgar (US Regulatory)


FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Dvorkin Howard
2. Issuer Name and Ticker or Trading Symbol

FlexShopper, Inc. [ FPAY ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

C/O FLEXSHOPPER, INC., 901 YAMATO ROAD, STE. 260
3. Date of Earliest Transaction (MM/DD/YYYY)

11/21/2019
(Street)

BOCA RATON, FL 33431
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 11/21/2019  P  16200 A$1.56 (1)1574639 I See footnote (3)
Common Stock 11/22/2019  P  10000 A$1.54 (2)1584639 I See footnote (3)
Common Stock 11/21/2019  P  7529 A$1.55 (4)1744327 I See footnote (6)
Common Stock 11/22/2019  P  7471 A$1.54 (5)1751798 I See footnote (6)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.55 to $1.56, inclusive. The reporting person undertakes to provide to FlexShopper, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
(2) These shares were purchased in multiple transactions at a purchase price of $1.54. The reporting person undertakes to provide to FlexShopper, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
(3) Held of record by PITA Holdings, LLC ("PITA"). The manager of PITA is Beta Investment Group, Inc. ("Beta"), of which the reporting person is the President. The reporting person disclaims beneficial ownership of the securities of the Issuer held of record by PITA except to the extent of his pecuniary interest therein.
(4) These shares were purchased in multiple transactions at a purchase price of $1.55. The reporting person undertakes to provide to FlexShopper, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
(5) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.54 to $1.55, inclusive. The reporting person undertakes to provide to FlexShopper, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
(6) Held of record by NRNS Capital Holdings, LLC ("NRNS"), of which the reporting person is the manager. The reporting person disclaims beneficial ownership of the Issuer held of record by NRNS except to the extent of his pecuniary interest therein. Amount excludes 753,697 shares of the Issuer's common stock which are issuable upon the exercise of warrants held of record by NRNS. Under the terms of the warrants, the holder may not exercise the warrants to the extent such exercise would cause the holder, together with its affiliates, to beneficially own a number of shares of common stock which would exceed 4.99% of the Issuer's then outstanding shares of common stock following such exercise. This limitation may be increased to 9.99% at holder's option upon 61 days notice to the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Dvorkin Howard
C/O FLEXSHOPPER, INC.
901 YAMATO ROAD, STE. 260
BOCA RATON, FL 33431
XX


Signatures
/s/ Howard Dvorkin by Ka'imi Jones, as attorney-in-fact11/25/2019
**Signature of Reporting PersonDate

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