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Ownership Document |
Schema Version: X0202 |
Document Type: 4 |
Period of Report: 10/10/06 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 1113513 |
| Issuer Name: SMART ONLINE INC |
| Issuer Trading Symbol: SOLN |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1316206 |
| | Owner Name: Nouri Dennis Michael |
| Reporting Owner Address: |
| | Owner Street 1: 2530 MERIDAN PARKWAY |
| | Owner Street 2: |
| | Owner City: DURHAM |
| | Owner State: NC |
| | Owner ZIP Code: 27713 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: President and CEO |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 10/10/06 |
| | | Footnote ID: F1 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 87,043 |
| | | Transaction Price Per Share: |
| Value: 1.5176 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See fn. |
| Footnote ID: F2 |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 10/10/06 |
| | | Footnote ID: F1 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 160,000 |
| | | Transaction Price Per Share: |
| Value: 1.5176 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,262,015.77 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 1/19/07 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 192,000 |
| Footnote ID: F3 |
| | | Transaction Price Per Share: |
| Footnote ID: F4 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,070,015.77 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 1/19/07 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 216,175 |
| Footnote ID: F3 |
| | | Transaction Price Per Share: |
| Footnote ID: F5 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 853,840.77 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 1/19/07 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 57,328 |
| Footnote ID: F3 |
| | | Transaction Price Per Share: |
| Footnote ID: F6 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 796,512.77 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 1/19/07 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 56,206 |
| Footnote ID: F3 |
| | | Transaction Price Per Share: |
| Footnote ID: F7 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 740,306.77 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 1/19/07 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 900 |
| Footnote ID: F8 |
| | | Transaction Price Per Share: |
| Value: 3 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 739,406.77 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 1/19/07 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 900 |
| Footnote ID: F8 |
| | | Transaction Price Per Share: |
| Value: 3 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 264,731 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By spouse. |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 16,500 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See fn. |
| Footnote ID: F9 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 6,500 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See fn. |
| Footnote ID: F10 |
Footnotes: |
| Footnote - F1: The agreement to sell these shares was made on October 10, 2006. Consideration paid for the shares was made in installments over a period of time and the agreement included certain closing conditions, including the dissolution of American Investment Holding Group Company (which was fifty percent (50%) owned by Dennis Michael Nouri) and Smart Online, Inc. entering into a registration rights agreement with the purchaser. The last of these conditions was satisfied on January 19, 2007. |
| Footnote - F2: These shares were held by Charter Holdings, LLC, which is wholly owned by Dennis Michael Nouri. |
| Footnote - F3: These shares were transferred pursuant to a note cancellation agreement that was approved by the Smart Online, Inc. board of directors on October 9, 2006. The note being cancelled under this agreement was made in 2005. |
| Footnote - F4: Under the terms of the note cancellation agreement, a total of $809,736.49 in principal and interest was cancelled. |
| Footnote - F5: Under the terms of the note cancellation agreement, a total of $324,063.49 in principal and interest was cancelled. |
| Footnote - F6: Under the terms of the note cancellation agreement, a total of $87,261.40 in principal and interest was cancelled. |
| Footnote - F7: Under the terms of the note cancellation agreement, a total of $85,117.28 in principal and interest was cancelled. |
| Footnote - F8: These shares were sold pursuant to a Rule 10b5-1 trading plan entered into prior to the date of the transaction. |
| Footnote - F9: Shares held by Dennis Michael Nouri as trustee for Leon Sokolic. |
| Footnote - F10: Shares held by Dennis Michael Nouri as trustee for Moshe DaBush. |
Owner Signature: |
| Signature Name: /s/ Dennis Michael Nouri |
| Signature Date: 1/23/07 |