Sec Form 4 Filing - Graham Gary John @ TransBiotec, Inc. - 2019-12-12

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
Graham Gary John
2. Issuer Name and Ticker or Trading Symbol
TransBiotec, Inc. [ IMLE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
6400 S. FIDDLERS GREEN CIRCLE, SUITE 525
3. Date of Earliest Transaction (MM/DD/YY)
12/12/2019
(Street)
GREENWOOD VILLAGE, CO80111
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
Common Stock ( 1 ) 12/12/2019 P( 1 ) 0 ( 1 ) A $ 0 ( 1 ) 0 ( 1 ) D
Common Stock ( 2 ) 02/15/2020 P( 2 ) 0 ( 2 ) A $ 0 ( 2 ) 0 ( 2 ) 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 (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
Series A-1 Convertible Preferred Stock $ 0 ( 3 ) 12/12/2019 P 1,000,000 12/12/2019 12/22/2029( 4 ) Common Stock 1,000,000 $ 1,000,000 1,000,000 I SOBR SAFE, LLC
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Graham Gary John
6400 S. FIDDLERS GREEN CIRCLE
SUITE 525
GREENWOOD VILLAGE, CO80111
X
Signatures
/s/ Gary Graham 02/15/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On December 12, 2019, the Reporting Person received irrevocable proxies from five (5) shareholders of the Issuer for an aggregate of 112,908,180 shares of the Issuer's common stock equaling approximately 52.6% of the Issuer's outstanding voting rights. The proxies are for the limited purpose of approving all transactions related to the Asset Purchase Agreement entered into by and between the Issuer and IDTEC dated May 6, 2019, as amended. As a result of receiving these proxies the Reporting Person may be deemed to beneficially own, pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the "Act"), in excess of 10% of the outstanding common stock of the Issuer. The Reporting Person disclaims beneficial ownership of these shares for the purposes of Section 16 of the Act and the filing of this Form 4 shall not be an admission that the Reporting Person is the beneficial owner of such shares.
( 2 )On February 15, 2020, the Reporting Person received an additional irrevocable proxy from one of the same shareholders for an aggregate of 24,353,116 additional shares of the Issuer's common stock in accordance with the same terms and disclaimer set forth in footnote (1) above.
( 3 )The Issuer's 8% Series A-1 Convertible Preferred Stock is convertible into shares of the Issuer's common stock at the rate of $1 per share (which is the per share purchase price the Reporting Person paid for the 8% Series A-1 Convertible Preferred Stock).
( 4 )The shares of 8% Series A-1 Convertible Preferred Stock do not expire.

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).
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