Form Type: 5

SEC EDGAR Link
Accession Number:0001144204-15-019097
Date:2014-12-31
Issuer: ELEPHANT TALK COMMUNICATIONS CORP (ETAK)
Original Submission Date:

Reporting Person:

VAN DER VELDEN STEVEN PAUL KAREL MARIE
SCHIPHOL BOULEVARD 249
SCHIPHOL, P7 1118 BH

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2014-10-30 X 400,164 a $0.87 3,762,827 indirect f2
COMMON STOCK 2014-10-30 S 334,515 d $1.05 3,428,312 indirect f2
COMMON STOCK 2014-10-31 J 1,738,985 a $0.00 8,194,688 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
WARRANT 1.0 2014-03-17 deemed execution date J 400,164 (d) 2009-10-31 2014-10-31 common stock 400,164 $1.00 0 indirect by qat ii, see footnote
WARRANT 0.8744 2014-03-17 deemed execution date J 400,164 (a) 2009-10-31 2014-10-31 common stock 400,164 $0.87 400,164 indirect by qat ii, see footnote
WARRANT 1.0 2014-10-30 deemed execution date X 400,164 (d) 2009-10-31 2014-10-31 common stock 400,164 $1.00 0 indirect by qat ii, see footnote
WARRANT 1.26 2014-10-31 deemed execution date J 1,416,469 (a) 2008-09-30 2015-09-30 common stock 1,416,469 $1.26 1,416,469 direct
WARRANT 1.47 2014-10-31 deemed execution date J 708,234 (a) 2008-09-30 2015-09-30 common stock 708,234 $1.47 708,234 direct
Footnotes
IDfootnote
f1 on october 30, 2014, qat ii investments sa ("qat ii") exercised a warrant to purchase 1,082,403 shares of the issuer's common stock at an exercise price of $0.8744 per share. the warrant was originally issued on december 17, 2009 with an exercise price of $1.00 per share. qat ii paid the exercise price on a cashless basis, resulting in issuer's withholding of 904,830 of the warrant shares to pay the exercise price and issuing to qat the remaining 177,573 shares.
f2 these securities are held by qat ii. reporting person holds a 36.97% ownership interest in qat ii and the number of securities shown here indicates the reporting person's proportionate interest in the issuer's securities through qat ii. the reporting person is not a controlling shareholder nor has or shares the investment control over such securities and thus disclaims beneficial ownership over such securities.
f3 include shares and warrant to purchase shares the reporting person received from the pro rata distribution from cmv invest cva ("cmv i") of which the reporting person has a 27.50% ownership interest and cmv invest ii cva ("cmv ii") of which the reporting person holds a 40.75% ownership interest.
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