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Filing Details

Accession Number:: 0001213900-15-009063
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-11-24 15:43:23
Reporting Period:: 2015-03-16

Filing Date:: 2015-11-24
Accepted Time:: 2015-11-24 15:43:23
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1421538	Infinity Augmented Reality Inc.	ALSO	Services-Prepackaged Software (7372)	711013330

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1592620	Moshe Hogeg	C/O 4 Berkovitz St., 18Th Floor (Museum Tower) Tel-Aviv L3		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2015-03-16	295,000	$0.17	8,136,719	No	4	S	Direct
Common Stock	Disposition	2015-03-17	105,000	$0.12	8,031,719	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Convertible Notes	Convertible Notes	Acquisiton	2015-04-06	14,324,313	$0.02	14,324,313	$0.00
Series A Preferred Stock	Series A Preferred Stock	Acquisiton	2015-08-25	8,031,719	$0.00	8,031,719	$0.00
Series B Preferred Stock	Series B Preferred Stock	Acquisiton	2015-08-25	14,324,313	$0.00	14,324,313	$0.00
Series B Preferred Stock	Series B Preferred Stock	Acquisiton	2015-09-08	14,324,313	$0.02	14,324,313	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
22,356,032	2015-04-06	2016-04-06	No	4	P	Indirect
22,356,032	2015-08-25		No	4	C	Indirect
22,356,032	2015-08-25		No	4	C	Indirect
36,680,345	2015-09-08		No	4	P	Indirect

Footnotes

Reporting Person inadvertently reported the acquisition on a form 4 of 450,000 shares of common stock, par value $0.00001 per share (the "Common Stock") of Infinity Augmented Reality, Inc. (the "Issuer") on November 25, 2013, where in fact he acquired only 400,000, which were all sold in March 2015 as reported in this Form 4.
Consist of (a) 105,000 shares of common Stock held directly by the Reporting Person and (b) 8,031,719 shares of Common Stock of the Issuer issuable upon conversion of Series A Preferred Stock par value $0.00001 per share (the "Series A Preferred Stock") of the Issuer which are held directly by Singulariteam Fund LP. The reporting person is the Managing Partner & Chairman of Singulariteam Fund LP and may be deemed to beneficially own such shares. Singulariteam Fund LP entered into an agreement with the Issuer to receive the above referred to Series A Preferred Stock for 4,000,000 in principal amount of convertible debentures of the Issuer and accrued interest thereon and warrants to purchase up to an additional $4,000,000 shares. Does not include options to purchase 20,100,000 of Common Stock.
Consist of 8,031,719 shares of Common Stock of the Issuer issuable upon conversion of Series A Preferred Stock of the Issuer. See also note 2.
Consist of (a) 8,031,719 shares of Common Stock of the Issuer issuable upon conversion of Series A Preferred Stock of the Issuer. See Note 2 and (b) convertible notes which are convertible into 14,324,313 Series B Preferred Shares held directly by Singulariteam Fund II LP. The Reporting Person is the Principal Partner & Chairman of Singulariteam Fund II LP and may be deemed to beneficially own such shares.
Reflects the receipt of 8,031,719 shares of Series A Preferred Stock of the Issuer held by Singulariteam Fund LP in exchange for 4,000,000 in principal amount of convertible debentures of the Issuer and accrued interest thereon and warrants to purchase up to an additional $4,000,000 shares and (b) notes to purchase 14,324,313 shares of Series B Preferred Stock held directly by Singulariteam Fund II LP. Shares of Series A Preferred Stock and Series B Preferred Stock are currently convertible on a one for one basis to Common Stock.
Reflects the automatic conversion of notes to 14,324,313 shares of Series B Preferred Stock. Consists of (a) 8,031,719 shares of Series A Preferred Stock directly owned by Singulariteam Fund LP and (b) 14,324,313 Series B Preferred Shares held directly by Singulariteam Fund II LP.
Consists of (a) 8,031,719 shares of Series A Preferred Stock directly owned by Singulariteam Fund LP and (b) 28,648,626 shares of Series B Preferred Stock held directly by Singulariteam Fund II LP.
The right to convert the Series A Preferred Stock and Series B Preferred Stock to Common Stock does not expire.