FORM 4
[ X ] 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 OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Kikis Thomas 		2. Issuer Name and Ticker or Trading Symbol

COMMAND SECURITY CORP [ MOC ] 		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 COMMAND SECURITY CORPORATION, 512 HERNDON PARKWAY, SUITE A 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/21/2019
(Street)

HERNDON, VA 20170
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   2/21/2019     D (1)    588293   (1) D $2.85   (1) 0   D    
Common Stock   2/21/2019     D (1)    58032   (1) D $2.85   (1) 0   I   See footnote   (2)
Common Stock   2/21/2019     D (1)    155000   (1) D $2.85   (1) 0   I   See footnote   (3)
Common Stock   2/21/2019     D (1)    85000   (1) D $2.85   (1) 0   I   See footnote   (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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 Options   $2.40   2/21/2019     D   (5)       35000    5/27/2010   5/26/2020   Common Stock   35000     (5) 0   D    
Stock Options   $1.42   2/21/2019     D   (5)       35000    9/13/2011   9/12/2021   Common Stock   35000     (5) 0   D    
Stock Options   $1.28   2/21/2019     D   (5)       35000    4/5/2012   4/4/2022   Common Stock   35000     (5) 0   D    
Stock Options   $1.61   2/21/2019     D   (5)       25000    6/3/2013   6/2/2023   Common Stock   25000     (5) 0   D    
Stock Options   $1.80   2/21/2019     D   (5)       25000    7/17/2014   7/16/2024   Common Stock   25000     (5) 0   D    
Restricted Stock Units     (6) 2/21/2019     D   (7)       25000      (8)   (8) Common Stock   25000   $2.85   (7) 0   D    
Restricted Stock Units     (6) 2/21/2019     D   (7)       25000      (9)   (9) Common Stock   25000   $2.85   (7) 0   D    

Explanation of Responses:
(1)  Pursuant to an Agreement and Plan of Merger (the "Merger Agreement") entered into on September 18, 2018 among Command Security Corporation (the "Issuer"), Prosegur SIS (USA) Inc., a Delaware corporation ("Parent"), and Crescent Merger Sub, Inc., a New York corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub was merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger and becoming a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, upon the closing of the Merger on February 21, 2019, each issued and outstanding share of the Issuer's common stock (other than certain excluded shares) was canceled and automatically converted into the right to receive $2.85 in cash.
(2)  These shares are held by the Reporting Person's wife. The Reporting Person has discretion to vote and dispose of shares of the Issuer held by his wife.
(3)  These shares are held by the Reporting Person's children. The Reporting Person has discretion to vote and dispose of shares of the Issuer held by his children.
(4)  These shares are held by the Kikis Family Foundation, over which the Reporting Person has discretionary investment authority.
(5)  Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding option to purchase shares under the Issuer's stock plans, vested or unvested, was canceled and the holders of the options became entitled to receive an amount in cash (less applicable taxes required to be withheld) equal to (i) the total number of shares subject to the option, whether vested or unvested, immediately prior to the effective time multiplied by (ii) the excess, if any, of (1) the merger consideration ($2.85) over (2) the exercise price per share of the stock option. Any outstanding stock option that had an exercise price per share equal to or in excess of $2.85 was canceled at the effective time of the Merger for no consideration.
(6)  Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock, exempt under Rule 16b-3(d)(1) and (3).
(7)  Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding RSU granted under the Issuer's stock plans, whether vested or unvested, by virtue of the Merger, was canceled and the holder became entitled to receive an amount in cash (less applicable taxes required to be withheld) equal to (i) the total number of such RSUs, whether vested or unvested, immediately prior to the effective time multiplied by (ii) $2.85.
(8)  This award was granted on 09/14/2017 and was scheduled to vest in 36 equal monthly installments with a vesting commencement date of July 21, 2017, and the underlying shares of the Issuer's common stock were scheduled to settle on the earlier of (i) the date that is 6 months following the Reporting Person's termination of service on the Issuer's Board of Directors and (ii) the effective date of a change in control of the Issuer.
(9)  This award was granted on 08/29/2018 and was scheduled to vest in 36 equal monthly installments, and the underlying shares of the Issuer's common stock were scheduled to settle on the earlier of (i) the date that is 6 months following the Reporting Person's termination of service on the Issuer's Board of Directors and (ii) the effective date of a change in control of the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Kikis Thomas
C/O COMMAND SECURITY CORPORATION
512 HERNDON PARKWAY, SUITE A
HERNDON, VA 20170 		X X


Signatures
/s/ Thomas P. Kikis 2/22/2019
** Signature of Reporting Person Date


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 control number.
Command Security Corp. (AMEX:MOC)
過去 株価チャート
から 11 2024 まで 12 2024 Command Security Corp.のチャートをもっと見るにはこちらをクリック
Command Security Corp. (AMEX:MOC)
過去 株価チャート
から 12 2023 まで 12 2024 Command Security Corp.のチャートをもっと見るにはこちらをクリック