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Ownership Document |
Schema Version: X0303 |
Document Type: 4 |
Period of Report: 5/15/09 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 1020391 |
| Issuer Name: ALLIN CORP |
| Issuer Trading Symbol: ALLN |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1024480 |
| | Owner Name: POSNER HENRY JR |
| Reporting Owner Address: |
| | Owner Street 1: 381 MANSFIELD AVENUE, SUITE 500 |
| | Owner Street 2: |
| | Owner City: PITTSBURGH |
| | Owner State: PA |
| | Owner ZIP Code: 15220 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series H Redeemable Preferred Stock |
| | Transaction Date: |
| | | Value: 5/15/09 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: J |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 180 |
| | | Transaction Price Per Share: |
| Value: 10,046 |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series F Convertible Redeemable Preferred Stock |
| | Transaction Date: |
| | | Value: 5/15/09 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: J |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 675 |
| | | Transaction Price Per Share: |
| Value: 1,049 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series D Convertible Redeemable Preferred Stock |
| | Transaction Date: |
| | | Value: 5/15/09 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: J |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 542.002 |
| | | Transaction Price Per Share: |
| Value: 1,002 |
| Footnote ID: F3 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 957.998 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series C Redeemable Preferred Stock |
| | Transaction Date: |
| | | Value: 5/15/09 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 7,647.0588 |
| | | Transaction Price Per Share: |
| Footnote ID: F4 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series G Convertible Redeemable Preferred Stock |
| | Transaction Date: |
| | | Value: 5/15/09 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 113 |
| | | Transaction Price Per Share: |
| Value: 10,145 |
| Footnote ID: F5 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series I Redeemable Preferred Stock |
| | Transaction Date: |
| | | Value: 5/15/09 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 678.8868 |
| | | Transaction Price Per Share: |
| Footnote ID: F6 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 678.8868 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: The reported securities were called for redemption by the issuer at a price equal to their face value of $10,000 per share plus accrued dividends of $46 per share. |
| Footnote - F2: The reported securities were called for redemption by the issuer at a price equal to their face value of $1,000 per share plus accrued divdends of $49 per share. |
| Footnote - F3: The reported securities were called for partial redemption (0.36 per share) by the issuer at a price equal to their face value of $1,000 per share plus accrued dividends of $2 per share. |
| Footnote - F4: The reporting person disposed of 7,647.0588 shares of Series C Redeemable Preferred Stock in exchnage for 234.8565 shares of Series I Redeemable Preferred Stock. Upon stockholder approval of an increase in authorized shares of common stock, the reporting person will be entitled to receive common stock warrants in connection with the exchange of the Series C Redeemable Preferred Stock. |
| Footnote - F5: Pursuant to an issuer exchange offer, the reporting person (i) disposed of 113 shares of Series G Convertible Redeemable Preferred Stock at a price equal to their face value of $10,000 per share plus accrued dividends of $145 per share and (ii) received 444.0303 shares of Series I Redeemable Preferred Stock in exchnage for an amount representing an aggregate 25% compounded annual return on the face value of the Series G Preferred Stock. Upon stockholder approval of an increase in authorized shares of common stock, the reporting person will be entitled to receive common stock warrants in connection with the exchange of the Series G Convertible Redeemable Preferred Stock. |
| Footnote - F6: See footnotes 4 and 5. |
Owner Signature: |
| Signature Name: /s/ Henry Posner, Jr. |
| Signature Date: 5/18/09 |