Sec Form 4 Filing - Luzon Ronen @ My Size, Inc. - 2020-05-25

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
Luzon Ronen
2. Issuer Name and Ticker or Trading Symbol
My Size, Inc. [ MYSZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
HAYARDEN 4
3. Date of Earliest Transaction (MM/DD/YY)
05/25/2020
(Street)
AIRPORT CITY, L37010000
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to purchase Common Stock (right to buy) $ 18.15 05/25/2020 D 10,000 ( 1 ) 07/24/2022 Common Stock, $.001 par value per share 10,000 ( 2 ) 0 D
Option to purchase Common Stock (right to buy) $ 1.04 05/25/2020 A 10,000 ( 1 ) 07/24/2023 Common Stock, $.001 par value per share 10,000 ( 2 ) 10,000 D
Option to purchase Common Stock (right to buy) $ 11.4 05/25/2020 D 6,667 ( 1 ) 05/29/2024 Common Stock, $.001 par value per share 6,667 ( 3 ) 0 D
Option to purchase Common Stock (right to buy) $ 1.04 05/25/2020 A 6,667 ( 1 ) 05/29/2025 Common Stock, $.001 par value per share 6,667 ( 3 ) 6,667 D
Option to purchase Common Stock (right to buy) $ 11.4 05/25/2020 D 33,334 ( 4 ) 05/29/2024 Common Stock, $.001 par value per share 33,334 ( 3 ) 0 D
Option to purchase Common Stock (right to buy) $ 1.04 05/25/2020 A 33,334 ( 4 ) 05/29/2025 Common Stock, $.001 par value per share 33,334 ( 3 ) 33,334 D
Option to purchase Common Stock (right to buy) $ 18.15 05/25/2020 D 10,000 ( 1 ) 07/24/2022 Common Stock, $.001 par value per share 10,000 ( 2 ) 0 I See Footnote ( 5 )
Option to purchase Common Stock (right to buy) $ 1.04 05/25/2020 A 10,000 ( 1 ) 07/24/2023 Common Stock, $.001 par value per share 10,000 ( 2 ) 10,000 I See Footnote ( 5 )
Option to purchase Common Stock (right to buy) $ 11.4 05/25/2020 D 5,334 ( 1 ) 05/29/2024 Common Stock, $.001 par value per share 5,334 ( 3 ) 0 I See Footnote ( 5 )
Option to purchase Common Stock (right to buy) $ 1.04 05/25/2020 A 5,334 ( 1 ) 05/29/2025 Common Stock, $.001 par value per share 5,334 ( 3 ) 5,334 I See Footnote ( 5 )
Option to purchase Common Stock (right to buy) $ 11.4 05/25/2020 D 17,000 ( 4 ) 05/29/2024 Common Stock, $.001 par value per share 17,000 ( 3 ) 0 I See Footnote ( 5 )
Option to purchase Common Stock (right to buy) $ 1.04 05/25/2020 A 17,000 ( 4 ) 05/29/2025 Common Stock, $.001 par value per share 17,000 ( 3 ) 17,000 I See Footnote ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Luzon Ronen
HAYARDEN 4
AIRPORT CITY, L37010000
X Chief Executive Officer
Signatures
/s/ Ronen Luzon 06/08/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Option grant under the My Size, Inc. 2017 Equity Incentive Plan, all of which have vested.
( 2 )Effective May 25, 2020, the Board of Directors of the Company approved a unilateral option repricing and term extension, which resulted in the reduction of the exercise price to $1.04 per share, which is the closing price of the Company's common stock on May 22, 2020, and an expiration date of July 24, 2023. All of the other terms of the option remained unchanged.
( 3 )Effective May 25, 2020, the Board of Directors of the Company approved a unilateral option repricing and term extension, which resulted in the reduction of the exercise price to $1.04 per share, which is the closing price of the Company's common stock on May 22, 2020, and an expiration date of May 29, 2025. All of the other terms of the option remained unchanged.
( 4 )Option grant under the My Size, Inc. 2017 Equity Incentive Plan, of which one third of the total shares vested on January 24, 2019, one third of the total shares vested on January 24, 2020 and the remaining one third of the total shares vests on January 24, 2021.
( 5 )Options acquired by Spouse (Chief Product Officer and Chief Operating Officer Billy Pardo).

Remarks:
On November 15, 2019, the Company implemented a 1-for-15 reverse stock split (the "Reverse Stock Split") of the Company's common stock. All amounts have been adjusted to give effect to the Reverse Stock Split.

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