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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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. | |||
| 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. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Common Stock Option | $ 0.01 | 12/21/2012 | A(1) | 25,000 | (1) | 12/21/2022 | Common Stock, Par Value $0.01 | 25,000 | (2) | 25,000 | D | ||||
| Common Stock Option | $ 1.7 | 12/21/2012 | A(3) | 50,000 | (3) | 12/21/2022 | Common Stock, Par Value $0.01 | 50,000 | (2) | 50,000 | D | ||||
| Common Stock Option | $ 0.01 | 12/24/2012 | M | 25,000 | (1) | 12/21/2022 | Common Stock, Par Value $0.01 | 25,000 | (2) | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Carrillo Victor G 2850 SHORELINE TRAIL PMB # 111 ROCKWALL, TX 75032 |
X | President & COO | ||
| Brittany Russell AIF for Victor G. Carrillo | 01/04/2013 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | A stock option was issued under the issuer's 2011 Equity Incentive Plan on December 21, 2012 in connection with the continued employment of the reporting person, and pursuant to the terms of the employmenht agreement between the issuer and the reporting person, which option was vested upon grant. |
| (2) | Not Applicable. |
| (3) | A stock option was issued under the issuer's 2011 Equity Incentive Plan on December 21, 2012 in conncection with the continued employment of the reporting person, which option is scheduled to vest on a quarterly basis, in eight equal quarterly installments at the end of each quarter, beginning with the quarter ending December 31, 2012. |
| (4) | These shares were acquired upon exercise of vested stock options issued December 21, 2012 under Zion Oil & Gas, Inc.'s 2011 Stock Option Plan. |
| (5) | Comprised of (i) 35,000 shares and (ii) vested options for an additional 131,250 shares of common stock. |
| Remarks: This Form 4/A is filed to correct a typographical error in the Form 4 originally filed on December 27, 2012 (the "Original Form 4") relating to the expiration date of the option award to the reporting person to purchase up to 50,000 shares of common stock at a per share price of $1.70. As herein corrected, the Form 4/A amends and restates the Original Form 4 as the original filing date and does not purport to reflect any changes to the reporting person's beneficial ownership subsequent to the filing of the Original Form 4. | |