Sec Form 4 Filing - Chan Heng Fai Ambrose @ DOCUMENT SECURITY SYSTEMS INC - 2020-08-21

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Chan Heng Fai Ambrose
2. Issuer Name and Ticker or Trading Symbol
DOCUMENT SECURITY SYSTEMS INC [ DSS]
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 DOCUMENT SECURITY SYSTEMS, INC., 200 CANAL VIEW BLVD., SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
08/21/2020
(Street)
ROCHESTER, NY14623
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 08/21/2020 J 483,334 ( 1 ) A $ 6.48 ( 1 ) 483,334 I See Footnote ( 1 )
Common Stock 80,920 D
Common Stock 585,251 I See Footnote ( 2 )
Common Stock 59,551 I See Footnote ( 3 )
Common Stock 22,767 I See Footnote ( 4 )
Common Stock 16,667 I See Footnote ( 5 )
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, i f 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 Convertible Preferred Stock $ 6.48 ( 6 ) 08/21/2020 J 46,868 ( 6 ) ( 6 ) Common Stock 7,232,716 ( 6 ) ( 6 ) 46,868 I See Footnote ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Chan Heng Fai Ambrose
C/O DOCUMENT SECURITY SYSTEMS, INC.
200 CANAL VIEW BLVD., SUITE 300
ROCHESTER, NY14623
X X
Signatures
/s/ Heng Fai Ambrose Chan 08/25/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On August 21, 2020, Document Security Systems, Inc., a New York corporation (the "Issuer") closed on a share exchange agreement (the "Exchange Agreement") by and among the Issuer, DSS BioHealth Security, Inc., Singapore eDevelopment Ltd. ("SeD"), an entity controlled by the Reporting Person, and Global Biomedical Pte Ltd. ("GBM"), a wholly-owned subsidiary of SeD. Pursuant to the Exchange Agreement, GBM received 483,334 shares of the Issuer's common stock at a per share cost basis of $6.48 per share. The Reporting Person has dispositive control over these securities.
( 2 )Held by LiquidValue Development Pte Ltd., of which Reporting Person is the owner. The Reporting Person has dispositive control over these securities.
( 3 )Held by Heng Fai Holdings Limited, of which Reporting Person is the owner. The Reporting Person has dispositive control over these securities.
( 4 )Held by Hengfai Business Development Pte Ltd, of which Reporting Person is the Chief Executive Officer and Owner. The Reporting Person has dispositive control over these securities.
( 5 )Held by BMI Capital Partners International Limited, of which the Reporting Person is an owner and director. The Reporting Person has dispositive control over these securities.
( 6 )In connection with the Exchange Agreement, GBM received 46,868 newly issued shares of the Issuer's Series A Convertible Preferred Stock ("Series A Preferred Stock") with a stated value of $46,868,000, or $1,000 per share. The Series A Preferred Stock is convertible into shares of common stock of DSS, at an initial conversion price of $6.48 per share, subject to a 19.9% beneficial ownership conversion limitation ("Blocker") based on the total issued and outstanding shares of common stock of the Issuer beneficially owned by GBM. As of August 21, 2020, there were 5,115,179 shares of the Issuer's common stock issued and outstanding, and therefore, as a result of the Blocker, GBM is currently only able to convert the number of Series A Preferred Stock equal to approximately 673,904 shares of the Issuer's common stock, or approximately 4,366 shares of Series A Preferred Stock. The Reporting Person has dispositive control over these securities.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.