Sec Form 4 Filing - Wenzel Gerard @ SOBR Safe, Inc. - 2022-01-11

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
Wenzel Gerard
2. Issuer Name and Ticker or Trading Symbol
SOBR Safe, Inc. [ SOBR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CFO
(Last) (First) (Middle)
6400 SOUTH FIDDLERS GREEN CIRCLE, SUITE 525
3. Date of Earliest Transaction (MM/DD/YY)
01/11/2022
(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 05/18/2022 J( 1 ) 11,765 A $ 4 11,765 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
Common Stock Warrants $ 4.25 05/18/2022 J( 1 ) 23,530 05/18/2022 05/18/2027 Common Stock 23,530 $ 0.125 23,350 D
Restricted Stock Units $ 0 01/11/2022 A 16,667( 2 ) ( 3 ) ( 4 ) Common Stock 16,667 ( 5 ) 16,667 D
Stock Options $ 8.25( 2 ) 01/11/2022 A 66,667( 2 ) ( 6 ) 01/11/2027 Common Stock 66,667 ( 5 ) 66,667 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wenzel Gerard
6400 SOUTH FIDDLERS GREEN CIRCLE
SUITE 525
GREENWOOD VILLAGE, CO80111
CFO
Signatures
/s/ Gerard Wenzel 06/13/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Mr. Wenzel acquired 11,765 Units for $50,000 in the Issuer's recent $10 million firm underwritten public offering, with each Unit consisting of one share of the Issuer's common stock and two warrants, each to purchase one share of the Issuer's common stock at $4.25. The price per Unit was $4.25, with $4.00 of the Unit price attributed to the share of common stock and $0.125 of the Unit price attributed to each warrant.
( 2 )Adjusted for 1-for-3 reverse stock split of Issuer's common stock effected April 28, 2022.
( 3 )The RSUs vest on the earlier to occur of 180 days after the Company uplists to Nasdaq or January 1, 2023.
( 4 )The RSUs don't have an expiration date, but will terminate if Mr. Wenzel is not in continuing service with the Issuer at the time of vesting.
( 5 )Issued to Mr. Wenzel under the terms of his Employment Agreement with the Issuer.
( 6 )The stock options vest as to 8,334 shares each quarter after the grant date for eight (8) equal quarterly installments so long as Mr. Wenzel is in continuous service with the Issuer.

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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