FORM 5
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

                                                                                  

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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

TOMASEK JOSEPH J

2. Issuer Name and Ticker or Trading Symbol

Kiwibox.Com, Inc. [KIWB]

5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)

(Last)          (First)          (Middle)

74 LINDEN AVE.

3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY)
12/31/2011 
(Street)

VERONA, NJ 07044

(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person


Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock                 2180500   D    

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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
(MM/DD/YYYY)
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Opions   (1) $.05   3/31/2012     A   1400000       2/1/2011   2/1/2016   Common Shares   1200000   $0   3600000   D    
Stock Warrant   (2) $.025   12/3/2010     A   500000       12/3/2010   12/4/2015   Common Shares   500000   $0   (1) 500000   D    
Stock Options   (3) $.025   7/14/2008     A   1000000       7/14/2008   7/13/2013   Common Shares   1000000   $0   (1) 1000000   D    

Explanation of Responses:
( 1)  Reporting Person earns 100,000 common stock options for each month of legal services rendered to the Issuer. All stock options earned are exercisable at $.05 per share or on a cashless basis, during the 5-year exercise period. During calendar year 2009, Reporting Person earned 900,000 of these stock options; during calendar year 2010, 1,200,000, and; as of January 31, 2011, 100,000 of these stock options; for the 14 month period, February 1, 2011, through March 31, 2012, Reporting Person has earned 1,400,000 of these stock options. The value of the these stock options has been calculated to be $8,910 for the 900,000 stock options earned in 2009 and has not been determined for the 1,200,000, earned for each of the calendar years, 2010 and 2011, nor for the 200,000 stock options earned during the first two months of calendar year 2012.
( 2)  Reporting Person was awarded a common stock purchase warrant to purchase up to 500,000 common shares, exercisable at $.025 per share or on a cashless exercise basis, any time during the 5-year exercise period, commencing upon the grant date of December 3, 2010. The value of the Warrant has not been determined.
( 3)  Reporting Person earned these stock options for services rendered during 2008 and as reported on Form 5 filed by the Reporting Person with the Commission on February 17, 2010. Pursuant to the terms of these stock options, Reporting Person may purchase up to 1,000,000 common shares, exercisable at $.025 per share or on a cashless basis, any time during the 5-year exercise period.

Remarks:
Price of stock options is indeterminable.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
TOMASEK JOSEPH J
74 LINDEN AVE.
VERONA, NJ 07044
X



Signatures
/s/ Joseph J. Tomasek 4/16/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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