UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Cumulative Redeemable Convertible Preferred Stock (1) | Â (2) | Â (3) | Common Stock | 2,500,000 (4) | $ 4 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
JMP Group Inc. 600 MONTGOMERY STREET SUITE 1100 SAN FRANCISCO, CA 94111 |
 |  X |  |  |
/s/ Janet L. Tarkoff | 01/28/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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). |
(1) | The Series A Preferred Stock has a conversion rate of five shares of common stock for every share of Series A Preferred Stock. |
(2) | The Series A Cumulative Redeemable Convertible Preferred Stock (the "Series A Preferred Stock") is convertible: (a) at the holder's election, any time prior to redemption or mandatory conversion by the Company, or (b) at the Company's option, any time, subject to the satisfaction of certain mandatory conversion conditions set forth in the Articles Supplementary for the Series A Preferred Stock. |
(3) | The Series A Preferred Stock matures on December 31, 2010, but may be redeemed earlier in the event of a change of control. |
(4) | Pursuant that certain Stock Purchase Agreement, by and among the issuer and the investors listed on Schedule I thereto, dated as of November 30, 2007, as amended, the reporting person has an option, exercisable not later than April 4, 2008, to purchase up to an additional 250,000 shares of Series A Preferred Stock, which will be immediately convertible, at the holder's election, into 1,250,000 shares of common stock. |