IWSY ImageWare Systems Incorporated (CE)

DIRECTORS AND OFFICERS PRIOR TO THE BOARD RESTRUCTURING

 

The following table sets forth information regarding the Company’s executive officers and directors prior to the restructuring of the Board anticipated as a result of the Series D Financing (“Board Restructuring”):

  

Name		Age		Title/Position Held with the Company
Kristin Taylor		53		President, Chief Executive Officer, Director
Jonathan D. Morris		44		Senior Vice President, Chief Financial Officer
S. James Miller, Jr.		66		Chair of the Board
David Carey		75		Director
Neal Goldman		76		Director
Guy Steve Hamm		72		Director
Dana W. Kammersgard		64		Director
David Loesch		76		Director

Name		Age		Title/Position Held with the Company
Kristin Taylor		53		President, Chief Executive Officer, Director
Jonathan D. Morris		44		Senior Vice President, Chief Financial Officer
Benjamin Smeal (1)		42		Director
James M. Demitrieus (2)		72		Director

Name and Principal Position	Year	Salary	Stock Awards	Option Awards (1)(2)	All Other Compensation		Total
S. James Miller, Jr.	2019	$400,856	$-	$-	$16,799		$417,655
Chair of the Board and	2018	$387,787	$-	$199,408	$19,967	(3)	$607,162
Former Chief Executive Officer
David Harding	2019	$275,000	$-	$-	$4,784		$279,784
Former Vice President and	2018	$275,000	$-	$161,481	$5,288	(4)	$441,769
Chief Technical Officer
David Somerville	2019	235,000	$-	-	8,963		$243,963
Former Sr. Vice President Sales	2018	$230,631	$-	$90,400	$67,089	(5)	$388,120
and Marketing

Current Directors (1)	Fees Earned or Paid in Cash ($)	Stock Awards ($)	Option Awards ($)(2)	All Other Compensation ($)	Total ($)
David Carey	$7,500	$-	$8,131	$-	$15,631
Neal Goldman	$2,500	$-	$8,131	$-	$10,631
Guy Steve Hamm	$5,500	$-	$8,131	$-	$13,631
Dana Kammersgard	$0	$-	$12,865	$-	$12,865
David Loesch	$2,500	$-	$8,131	$-	$10,631
Former Directors
Robert T. Clutterbuck (3)	$-	$-	$3,152	$-	$3,152
Charles Crocker (4)	$-	$-	$2,240	$-	$2,240
John Cronin (5)	$2,500	$-	$8,131	$-	$10,631
Charles Frischer (3)	$-	$-	$3,152	$-	$3,152

Securities Authorized for Issuance Under Equity Compensation Plans 

 

The following table provides information as of December 31, 2019 regarding equity compensation plans approved by our security holders and equity compensation plans that have not been approved by our security holders:

 

Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights	Weighted-Average exercise price of outstanding options, warrants and rights	Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
	(a)	(b)	(c)
Equity compensation plans approved by security holders:
1999 Stock Award Plan, as amended and restated	7,204,672	$1.32	401,919

 

Description of Equity Compensation Plans

 

2020 Omnibus Stock Incentive Plan

 

On June 9, 2020, pursuant to authorization obtained from the Company’s stockholders, the Company adopted the 2020 Omnibus Stock Incentive Plan (the “2020 Plan”). Such plan had been previously unanimously approved by the Company’s Board. The purposes of our 2020 Plan are to enhance our ability to attract and retain highly qualified officers, non-employee directors, key employees and consultants, and to motivate those service providers to serve the Company and to expend maximum effort to improve our business results by providing to those service providers an opportunity to acquire or increase a direct proprietary interest in our operations and future success. The 2020 Plan also will allow us to promote greater ownership in our Company by the service providers in order to align the service providers’ interests more closely with the interests of our stockholders. Awards granted under the 2020 Plan are designed to qualify for special tax treatment under Section 422 of the Code.

 

Pursuant to the adoption of the 2020 Plan, such plan will supersede and replace the Company’s 1999 Plan and no new awards will be granted under the 1999 Plan thereafter. Any awards outstanding under the 1999 Plan on the date of approval of the 2020 Plan will remain subject to the 1999 Plan. Upon approval of our 2020 Plan, all shares of Common Stock remaining authorized and available for issuance under the 1999 Plan and any shares subject to outstanding awards under the 1999 Plan that subsequently expire, terminate, or are surrendered or forfeited for any reason without issuance of shares will automatically become available for issuance under our 2020 Plan.

 

 

 

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DESCRIPTION OF VOTING SECURITIES

 

Our certificate of incorporation, as amended (our “Charter”), currently authorizes the issuance of up to 345,000,000 shares of our common stock, $0.01 par value per share (“Common Stock”), and 5,000,000 shares of preferred stock, $0.01 par value per share (“Preferred Stock”). Of our Preferred Stock, 38,000 shares have been designated as Series A Preferred, 37,468 shares have been designated as Series A-1 Preferred, 750,000 shares have been designated as Series B Preferred, and 1,000 shares have been designated as Series C Preferred. As of the Record Date, there were issued and outstanding: 137,192,877 shares of Common Stock, 19,320 shares of Series A Preferred, 18,148 shares of Series A-1 Preferred, 239,400 shares of Series B Preferred, and 1,000 shares of Series C Preferred outstanding. As of the Record Date, outstanding shares represented 191,928,260 votes, consisting of 137,192,877 attributable to Common Stock, 16,800,000 attributable to Series A Preferred, 27,920,000 attributable to Series A-1 Preferred, 45,384 attributable to Series B Preferred, and 10,000,000 attributable to Series C Preferred.  

 

 

 

 

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

 

As of October 21, 2020, we had five classes of voting stock outstanding: (i) Common Stock; (ii) our Series A Preferred; (iii) our Series A-1 Preferred; (iv) our Series B Preferred; and (v) our Series C Preferred. The following tables sets forth information regarding shares of Series A Preferred, Series A-1 Preferred, Series B Preferred, Series C Preferred, and Common Stock beneficially owned as of October 21, 2020.

 

In connection with Series D Financing, all of the outstanding shares of each of the Series A Preferred and Series A-1 Preferred will be converted into shares of Common Stock over a period of time beginning on November 1, 2020, with 100% of the such outstanding shares being converted by August 1, 2021. For additional information concerning the transactions relating to Series D Financing, including the conversion of all issued and outstanding shares of the Company’s Series A Preferred and Series A-1 Preferred into shares of Common Stock and the issuance of the new Series D Preferred, see our Current Report on Form 8-K filed with the SEC on September 30, 2020.

 

The following tables set forth information regarding shares of Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock, Series C Convertible Preferred Stock, and Common Stock beneficially owned as of October 21, 2020 by:

 

(i)

Each of our officers and directors; 

 

(ii)

All officer and directors as a group; and

 

(iii)

Each person known by us to beneficially own five percent or more of the outstanding shares of our Common Stock, Series A Preferred, Series A-1 Preferred, Series B Preferred, and Series C Preferred.

 

Percentownership is calculated based on 18,917 shares of Series A Preferred, 18,200 shares of Series A-1 Preferred, 239,400 shares of Series B Preferred, 1,000 shares of Series C Preferred and 138,256,925 shares Common Stock outstanding as of October 21, 2020.

 

Beneficial Ownership of Series A Preferred Name, Address and Title (if applicable)(1)	Series A Preferred Stock (2)	% Ownership  of Class (2)
Directors and Named Executive Officers:
S. James Miller, Jr., Chair of the Board	50	*
Neal Goldman, Director	4,717	24.94%
Total beneficial ownership of directors and officers as a group (9 persons):	4,767	25.1%
5% Shareholders:
Charles Frischer 4404 52nd Avenue NE Seattle, WA 98105	1,552	8.2%
Robert T. Clutterbuck 1360 East 9th Street, Suite 1250 Cleveland, OH 44114	1,073	5.7%
CF Special Situation Fund I, LP (3) 1360 East 9th Street, Suite 1250 Cleveland, OH 44114	2,802	14.8%
CAP 1 LLC (4) 14000 Quail Spring Parkway, Suite 2200 Oklahoma City, OK 73134	1,500	7.9%
Richard Leahy 322 Pilots Point Mt. Pleasant, SC 29464	1,000	5.3%

 

* less than 1% 

 

(1)

Each of the Company’s Named Executive Officers and directors who do not hold shares of Series A Preferred are excluded from this table. The business address of each of the executive officers and directors is 13500 Evening Creek Drive N., Suite 550, San Diego, CA 92128.   

 

(2)

Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.

 

(3)

Robert T. Clutterbuck is President of CF Special Situation Fund I, LP.

 

(4)

Mr. David Sackler, President of CAP I LLC, may be deemed to have voting and investment discretion over the securities identified herein.

 

 

 

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Beneficial Ownership of Series A-1 Preferred   Name, Address and Title (if applicable) (1)	Series A-1 Preferred Stock (2)	% Ownership  of Class (2)
Directors and Named Executive Officers: (3)
S. James Miller, Jr., Chair of the Board	50	*
Neal Goldman, Director	4,717	25.9%
Total beneficial ownership of directors and officers as a group (9 persons):	4,767	26.2%
5% Shareholders:
Charles Frischer 4404 52nd Avenue NE Seattle, WA 98105	1,553	8.5%
Robert T. Clutterbuck 1360 East 9th Street, Suite 1250 Cleveland, OH 44114	1,045	5.7%
CF Special Situation Fund I, LP (4) 1360 East 9th Street, Suite 1250 Cleveland, OH 44114	2,453	13.5%
CAP 1 LLC (5) 14000 Quail Spring Parkway, Suite 2200 Oklahoma City, OK 73134	1,500	8.2%
Richard Leahy 322 Pilots Point Mt. Pleasant, SC 29464	1,000	5.5%

 

* less than 1% 

 

(1)

Each of the Company’s Named Executive Officers and directors who do not hold shares of Series A-1 Preferred are excluded from this table. The business address of each of the executive officers and directors is 13500 Evening Creek Drive N., Suite 550, San Diego, CA 92128.   

 

(2)

Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.

 

(3)

Messrs. Goldman and Miller intend to resign from their position as a member of our Board upon the Closing of the Series D Financing, or at such time that the Company has complied with the Section 14(f) and Rule 14f-1 requirements, whereby each will resign immediately thereafter.

 

(4)

Robert T. Clutterbuck is President of CF Special Situation Fund I, LP.

 

(5)

Mr. David Sackler, President of CAP I LLC, may be deemed to have voting and investment discretion over the securities identified herein.

 

Beneficial Ownership of Series B Preferred   Name, Address and Title (if applicable) (1)	Series B Preferred Stock (2)	% Ownership of Class (2)
Darrelyn Carpenter	28,000	12%
Frederick C. Orton	20,000	8%
Howard Harrison	20,000	8%
Wesley Hampton	16,000	7%

 

(1)

Each of the Company’s Named Executive Officers and directors who do not hold shares of Series B Preferred are excluded from this table. The business address of each of the executive officers and directors is 13500 Evening Creek Drive N., Suite 550, San Diego, CA 92128.   

 

(2)

Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.

 

 

 

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Beneficial Ownership of Series C Preferred   Name, Address and Title (if applicable) (1)	Series C Preferred Stock (2)	% Ownership of Class (2)
Blackwell Partners LLC – Series A (3) c/o Nantahala Capital Management, LLC 19 Old Kings Highway South, Suite 200 Darien, CT 06820	128	12.8%
Seaport Global Securities LLC 360 Madison Ave, 22 Floor New York, NY 10017	100	10.0%
Nantahala Capital Partners Limited Partnership (3) c/o Nantahala Capital Management, LLC 19 Old Kings Highway South, Suite 200 Darien, CT 06820	54	5.4%
Nantahala Capital Partners II Limited Partnership (3) c/o Nantahala Capital Management, LLC 19 Old Kings Highway South, Suite 200 Darien, CT 06820	112	11.2%
Nantahala Capital Partners SI LP (3) c/o Nantahala Capital Management, LLC 19 Old Kings Highway South, Suite 200 Darien, CT 06820	397	39.7%
Shellback Financial, LLC 16405 45th Avenue North Minneapolis, MN 55446	100	10.0%
Silver Creek CS SAV, L.L.C. (3) c/o Nantahala Capital Management, LLC 19 Old Kings Highway South, Suite 200 Darien, CT 06820	59	5.9%

 

(1)

Each of the Company’s Named Executive Officers and directors who do not hold shares of Series C Preferred are excluded from this table.

 

(2)

Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.

 

(3)

Nantahala Capital Management, LLC is a Registered Investment Adviser and has been delegated the legal power to vote and/or direct the disposition of securities on behalf of these entities as a General Partner or Investment Manager and would be considered the beneficial owner of such securities. The above shall not be deemed to be an admission by the record owners that they are themselves beneficial owners of these shares of Series C Preferred for purposes of Section 13(d) of the Exchange Act or any other purpose.

   

 

 

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Beneficial Ownership of Common Stock   Name and Address	Number of Shares (1)	Percent of Class (2)
Directors and Named Executive Officers:
S. James Miller, Jr., Chair of the Board (4)	2,084,539	1.5%
David Carey, Director (5)	138,386	*
Neal Goldman, Director (6)	49,322,800	32.3%
G. Steve Hamm, Director (7)	135,962	*
Dana W. Kammersgard, Director (8)	114,750	*
David Loesch, Director (9)	166,584	*
Kristin Taylor, President and Chief Executive Officer	0	*
Jonathan D. Morris, Chief Financial Officer	0	*
Total beneficial ownership of directors and Named Executive Officers as a group (8 persons):	51,813,513	33.7%

 

* less than 1% 

   

(1)

All entries exclude beneficial ownership of shares issuable pursuant to options that have not vested or that are not otherwise exercisable as of the date hereof, or which will not become vested or exercisable within 60 days of October 21, 2020.

 

(2)

Percentages are rounded to nearest one-tenth of one percent. Percentages are based on 138,256,925 shares of Common Stock outstanding as of October 21, 2020. Options that are presently exercisable or exercisable within 60 days of October 21, 2020 are deemed to be beneficially owned by the stockholder holding the options for the purpose of computing the percentage ownership of that stockholder, but are not treated as outstanding for the purpose of computing the percentage of any other stockholder.

 

(3)

Messrs. Carey, Goldman, Hamm, Kammersgard, Loesch and Miller intend to resign from their position as a member of our Board upon the Closing of the Series D Financing, or at such time that the Company has complied with the Section 14(f) and Rule 14f-1 requirements, whereby each will resign immediately thereafter.

 

(4)

Includes 75,201 shares held jointly with spouse, 295,315 shares issuable for vested restricted stock units, each vested within 60 days of October 21, 2020, 43,479 shares issuable upon the conversion of Series A Preferred, 76,925 shares issuable upon the conversion of Series A-1 Preferred, 642,266 shares issuable upon conversion of certain convertible promissory notes and 3,987 shares issuable upon the exercise of warrants.

 

(5)

Includes 31,690 shares issuable for vested restricted stock units, each vested within 60 days of October 21, 2020.

 

(6)

Includes 28,875 shares issuable for vested restricted stock units, each vested within 60 days of October 21, 2020, 4,101,740 shares issuable upon the conversion of Series A Preferred, and 7,256,924 shares issuable upon the conversion of Series A-1 Preferred. Mr. Goldman exercises sole voting and dispositive power over 33,298,556 shares, and shared voting and dispositive power over 3,147,700 reported shares, of which 3,000,000 shares are owned by the Goldman Family 2012 GST Trust and 147,700 shares are owed by The Neal and Marlene Goldman Foundation, 2,884,413 shares issuable upon the conversion of Convertible Notes and 376,128 shares issuable upon the exercise of warrants.

 

(7)

Includes 31,690 shares issuable for vested restricted stock units, each vested within 60 days of October 21, 2020.

 

(8)

Includes 29,250 shares issuable for vested restricted stock units, each vested within 60 days of October 21, 2020.

 

(9)

Includes 31,690 shares issuable for vested restricted stock units, each vested within 60 days of October 21, 2020.

 

 

 

 

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CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS

 

Related Party Lines of Credit

 

At January 1, 2018, the Company had certain convertible Lines of Credit borrowing facilities with two members of the Company’s Board. Before their termination, (described more fully below), these convertible Lines of Credit bore interest at 8% per annum and were convertible into that number of shares of the Company’s Common Stock equal to the quotient obtained by dividing the outstanding balance by $1.25. These convertible Lines of Credit had a maturity date of December 31, 2018.

 

The Company evaluated the Lines of Credit and determined that the instruments contained a contingent beneficial conversion feature, i.e. an embedded conversion right that enabled the holder to obtain the underlying Common Stock at a price below market value. The beneficial conversion feature was contingent, as the terms of the conversion did not permit the Company to compute the number of shares that the holder would receive if the contingent event occurred (i.e. future borrowings under the Line of Credit). The Company has considered the accounting for this contingent beneficial conversion feature using the guidance in ASC 470, Debt. The guidance in ASC 470 states that a contingent beneficial conversion feature in an instrument shall not be recognized in earnings until the contingency is resolved. The beneficial conversion features of borrowings under the Line of Credit were to be measured using the intrinsic value calculated at the date the contingency is resolved using the conversion price and trading value of the Company’s Common Stock at the date the Lines of Credit were issued (commitment date).

 

  For the years ended December 31, 2019 and 2018, the Company recorded approximately $0 and $30,000, respectively, in debt discount attributable to beneficial conversion feature and accreted approximately $0 and $162,000, respectively, of debt discount. Such expense is recorded as a component of interest expense in the Company’s consolidated statements of operations.

 

On September 10, 2018, the Company entered into an agreement with the members of the Board, pursuant to which they agreed to exchange approximately $6.3 million and $0.6 million, respectively, of outstanding debt (including accrued and unpaid interest) owed under the terms of their respective Lines of Credit for an aggregate of 6,896 shares of the Company’s Series A Preferred. As a result of this exchange, all indebtedness, liabilities and other obligations arising under the Lines of Credit were terminated, cancelled and deemed satisfied in full. Because the holders of the Lines of Credit are members of the Company’s Board and shareholders of the Company, they are considered related parties and the exchange transaction is considered a capital transaction and is recorded within the equity accounts of the Company.

 

Notes Payable

 

On February 12, 2020, the Company entered into a factoring agreement (the “Factoring Agreement”) with a member of the Company’s Board for total loan proceeds of $350,000 (the “Factoring Loan”). The Factoring Loan to be repaid with the proceeds from certain of the Company’s trade accounts receivable approximating $500,000 and was due no later than 21 days after February 12, 2020. As of June 25, 2020, despite collection of the Company’s trade accounts receivable, $315,000 of the Factoring Loan has not been repaid and the Company is seeking an extension from the Board member. Under the terms of the Factoring Agreement, factored money will bear interest at the rate of 1% of the Factoring Loan for the first seven days, and 1% for each additional seven days until the Factoring Loan is paid in full. The Company intends to repay the full Factoring Loan under the Factoring Agreement out of proceeds from the Series D Financing.

 

In April 2020, the Company received an aggregate amount of $550,000 from two members of the Company’s Board. On June 30, 2020, the Company entered into promissory notes (the “Convertible Loan Notes”) in the principal amount of $550,000 (the “Convertible Loan Principal”) payable to the two members, which Convertible Loan Notes are convertible into shares of the Company’s Common Stock for $0.16 per share. The Convertible Loan Notes bear interest at the rate of 5% per annum, and mature on the earlier to occur of October 13, 2020 or on such date that the Company consummates a debt and/or equity financing resulting in net proceeds to the Company of at least $3.0 million. The holders of the Convertible Loan Notes have agreed to convert the entire Convertible Loan Principal, and all interest due pursuant to the Convertible Loan Notes, into shares of Series D Preferred upon consummation of the Series D Financing in lieu of repayment of the Convertible Loan Notes by the Company.

 

 

 

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Professional Services Agreement

 

During the year ended December 31, 2018, the Company entered into professional services agreement with a firm whose managing director is also a member of the Company’s Board. During the year ended December 31, 2018, the Company recorded and paid one-half of the aggregate fee of $50,000 with the remaining payment being made during the year ended December 31, 2019.

 

Review, Approval or Ratification of Transactions with Related Persons

 

As provided in the charter of our Audit Committee, it is our policy that we will not enter into any transactions required to be disclosed under Item 404 of the SEC’s Regulation S-K unless the Audit Committee or another independent body of our Board first reviews and approves the transactions. 

 

In addition, pursuant to our Code of Ethical Conduct and Business Practices, all employees, officers and directors of ours and our subsidiaries are prohibited from engaging in any relationship or financial interest that is an actual or potential conflict of interest with us without approval. Employees, officers and directors are required to provide written disclosure to the Chief Executive Officer as soon as they have any knowledge of a transaction or proposed transaction with an outside individual, business or other organization that would create a conflict of interest or the appearance of one.

 

LEGAL PROCEEDINGS

 

To the best of the Company’s knowledge, there is no material proceeding to which any director, nominated director or executive officer or affiliate of the Company, any owner of record or beneficially of more than five percent of any class of voting securities of the Company, or any associate of such director, nominated director, officer, affiliate of the Company, or security holder is a party adverse to the Company or any of its subsidiaries or has a material interest adverse to the Company or any of its subsidiaries.

 

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

  

Section 16(a) of the Exchange Act requires our directors and executive officers, and persons who beneficially own more than 10% of a registered class of our equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership of our Common Stock and other equity securities. Such persons are required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. To our knowledge, based solely on a review of the copies of such reports furnished to us and written representations that no other reports were required, during the fiscal year ended December 31, 2019, all Section 16(a) filing requirements were complied with in a timely manner.

  

STOCKHOLDER COMMUNICATIONS WITH THE BOARD OF DIRECTORS

 

Any stockholder may contact any of our directors directly by writing to them, by mail, at our principal executive offices, the address of which appears on page 1 hereof. In addition, any shareholder may report to the Board any complaints regarding accounting, internal accounting controls or auditing matters.  Any shareholder who wishes to so contact the Board should send such complaints to the Chairman of the Audit Committee at our principal executive offices.

 

Our Chief Executive Officer will review, summarize and, if appropriate, investigate the complaint and draft a response to the communication in a timely manner.  A member of the Audit Committee, or the Audit Committee as a whole, will then review the summary of the communication, the results of the investigation, if any, and the draft response.  The summary and response will be in the form of a memorandum, which will become part of the shareholders’ communications log that the Company maintains with respect to all shareholder communications.

 

 

 

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DISTRIBUTION AND COSTS

 

We will pay the cost of preparing, printing and distributing this Information Statement. Only one Information Statement will be delivered to multiple stockholders sharing an address, unless contrary instructions are received from one or more of such stockholders. Upon receipt of a written request at the address noted above, we will deliver a single copy of this Information Statement and future stockholder communication documents to any stockholders sharing an address to which multiple copies are now delivered.

 

WHERE YOU CAN FIND MORE INFORMATION

 

We make available, free of charge, at our corporate website www.iwsinc.com copies of our annual reports filed with the SEC on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and all amendments to these reports, as soon as reasonably practicable after such material is electronically filed with or furnished to the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act. We also provide copies of our Forms 8-K, 10-K, 10-Q, and proxy statements at no charge to investors upon request. Additionally, all reports filed by us with the SEC are available free of charge via EDGAR through the SEC website at www.sec.gov.

 

DELIVERY OF DOCUMENTS TO SECURITY HOLDERS SHARING AN ADDRESS

 

If hard copies of the materials are requested, we will send only one Information Statement and other corporate mailings to stockholders who share a single address unless we received contrary instructions from any stockholder at that address.  This practice, known as “householding,” is designed to reduce our printing and postage costs.  However, we will deliver promptly upon written or oral request a separate copy of the Information Statement to a stockholder at a shared address to which a single copy of the Information Statement was delivered.  You may make such a written or oral request by sending a written notification stating (i) your name, (ii) your shared address and (iii) the address to which we should direct the additional copy of the Information Statement, to us at our principal executive offices, the address of which appears on page 1 hereof.

 

If multiple stockholders sharing an address have received one copy of this Information Statement or any other corporate mailing and would prefer us to mail each stockholder a separate copy of future mailings, you may send notification to or call our principal executive offices.  Additionally, if current stockholders with a shared address received multiple copies of this Information Statement or other corporate mailings and would prefer us to mail one copy of future mailings to stockholders at the shared address, notification of such request may also be made by mail or telephone to our principal executive offices.

 

 

 

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SIGNATURES

 

In accordance with Section 14(f) of the Exchange Act, the Registrant has caused this Information Statement to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

	ImageWare Systems, Inc.
Date: October 27, 2020	By:	/s/ Kristin Taylor
		Name: Kristin Taylor
		Title: Chief Executive Officer and President
Date: October 27, 2020	By:	/s/ Jonathan D. Morris
		Name: Jonathan D. Morris
		Title: Chief Financial Officer

 

 

 

 

 

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