Sec Form 4 Filing - TOMASEK JOSEPH J @ Kiwibox.Com, Inc. - 2012-08-29

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
TOMASEK JOSEPH J
2. Issuer Name and Ticker or Trading Symbol
Kiwibox.Com, Inc. [ KIWB]
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)
C/O KIWIBOX.COM, INC., 330 WEST 38TH STREET
3. Date of Earliest Transaction (MM/DD/YY)
08/29/2012
(Street)
NEW YORK, NY10018
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 ) 08/29/2012 S 2,180,500 D $ 0.0064 5,100,000 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
Stock Opions ( 2 ) $ 0.05 03/31/2012 A 1,400,000 02/01/2011 02/01/2016 Common Shares 1,200,000 $ 0 3,600,000 D
Stock Warrant ( 3 ) $ 0.025 12/03/2010 A 500,000 12/03/2010 12/04/2015 Common Shares 500,000 $ 0 ( 2 ) 500,000 D
Stock Options ( 4 ) $ 0.025 07/14/2008 A 1,000,000 07/14/2008 07/13/2013 Common Shares 1,000,000 $ 0 ( 2 ) 1,000,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TOMASEK JOSEPH J
C/O KIWIBOX.COM, INC.
330 WEST 38TH STREET
NEW YORK, NY10018
X
Signatures
/s/ Joseph J. Tomasek 11/14/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reporting Person sold 2,180,500 restricted common shares in a private sale for $.0064 per share, or approximately $14,000.00.
( 2 )Reporting Person earns 100,000 common stock options for each month of legal services rendered to the Issuer. All stock options earned are exercisable at $.05 per share or on a cashless basis, during the 5-year exercise period. During calendar year 2009, Reporting Person earned 900,000 of these stock options; during calendar year 2010, 1,200,000, and; as of January 31, 2011, 100,000 of these stock options; for the 14 month period, February 1, 2011, through March 31, 2012, Reporting Person has earned 1,400,000 of these stock options. The value of the these stock options has been calculated to be $8,910 for the 900,000 stock options earned in 2009 and has not been determined for the 1,200,000, earned for each of the calendar years, 2010 and 2011, nor for the 200,000 stock options earned during the first two months of calendar year 2012.
( 3 )Reporting Person was awarded a common stock purchase warrant to purchase up to 500,000 common shares, exercisable at $.025 per share or on a cashless exercise basis, any time during the 5-year exercise period, commencing upon the grant date of December 3, 2010. The value of the Warrant has not been determined.
( 4 )Reporting Person earned these stock options for services rendered during 2008 and as reported on Form 5 filed by the Reporting Person with the Commission on February 17, 2010. Pursuant to the terms of these stock options, Reporting Person may purchase up to 1,000,000 common shares, exercisable at $.025 per share or on a cashless basis, any time during the 5-year exercise period.

Remarks:
Price of stock options is indeterminable.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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