09/08/2024 | Press release | Distributed by Public on 10/08/2024 08:00
FORM 4
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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 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivate Security | 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 | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
B. Riley Financial, Inc. 11100 SANTA MONICA BLVD SUITE 800 LOS ANGELES, CA90025 |
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X |
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B. Riley Securities, Inc. 11100 SANTA MONICA BLVD SUITE 800 LOS ANGELES, CA90025 |
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X |
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BRF Investments, LLC 11100 SANTA MONICA BLVD. SUITE 800 LOS ANGELES, CA90025 |
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X |
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RILEY BRYANT R 11100 SANTA MONICA BLVD SUITE 800 LOS ANGELES, CA90025 |
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X |
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B. Riley Financial, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer | 2024-08-09 |
**Signature of Reporting Person | Date |
B. Riley Securities, Inc., by: /s/ Andrew Moore, Chief Executive Officer | 2024-08-09 |
**Signature of Reporting Person | Date |
BRF Investments, LLC, by: /s/ Phillip Ahn, Authorized Signatory | 2024-08-09 |
**Signature of Reporting Person | Date |
Bryant R. Riley, by: /s/ Bryant R. Riley | 2024-08-09 |
**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) | This Form 4 is being filed jointly by B. Riley Financial, Inc., a Delaware corporation ("BRF"), B. Riley Securities, Inc., a Delaware corporation ("BRS"), BRF Investments, LLC, a Delaware limited liability company ("BRFI"), and Bryant R. Riley. |
(2) | BRF is the parent company of BRS and BRFI. As a result, BRF may be deemed to indirectly beneficially own the shares held by BRS and BRFI. |
(3) | Bryant R. Riley is the Co-Chief Executive Officer and Chairman of the Board of Directors of BRF. As a result, Bryant R. Riley may be deemed to indirectly beneficially own the shares of Common Stock directly held by BRS and BRFI. Each of BRF, BRS, BRFI, and Bryant R. Riley disclaims beneficial ownership of the outstanding shares of Common Stock reported herein, except to the extent of its/his respective pecuniary interest therein. |
(4) | Represents shares held directly by Bryant R. Riley. |
(5) | Reflects a reverse stock split of ratio 1-for-9 as described in the Issuer's Form 8-K filed with the SEC on December 7, 2023. |
(6) | Represents the transfer of 233,334 shares of Common Stock previously owned by BRS, subsequently transferred to BRFI. |
(7) | Represents the removal of 468,067 pre-split shares that were inadvertently reported previously, but which are not deemed to be beneficially owned by the Reporting Persons. |