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BK Technologies Corp — Director's Dealing 2018
Mar 27, 2018
33295_dirs_2018-03-26_baf64685-91c1-47c2-b51d-0f75df67e424.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: 1347 Property Insurance Holdings, Inc. (PIH)
CIK: 0001591890
Period of Report: 2018-03-26
Reporting Person: Fundamental Global Investors, LLC (Director, 10% Owner)
Reporting Person: BALLANTYNE STRONG, INC. (Director, 10% Owner)
Reporting Person: RELM WIRELESS CORP (Group Member)
Reporting Person: Cerminara Kyle (Director, 10% Owner)
Reporting Person: Johnson Lewis M (Director, 10% Owner)
Reporting Person: MOGLIA JOSEPH H (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2018-03-26 | 8.00% Cumulative Preferred Stock, Series A, $25.00 par value | P | 2940 | $25.00 | Acquired | 34620 | Indirect |
| 2018-03-26 | 8.00% Cumulative Preferred Stock, Series A, $25.00 par value | P | 44 | $25.00 | Acquired | 44 | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock, $0.001 par value | 700687 | Indirect |
| Common Stock, $0.001 par value | 424572 | Indirect |
| Common Stock, $0.001 par value | 403156 | Indirect |
| Common Stock, $0.001 par value | 5296 | Indirect |
| Common Stock, $0.001 par value | 4532 | Indirect |
| Common Stock, $0.001 par value | 1038409 | Indirect |
Footnotes
F1: The shares of 8.00% Cumulative Preferred Stock, Series A, $25.00 par value per share (the "Preferred Stock"), were purchased at the public offering price as part of the Company's underwritten public offering of Preferred Stock. The Preferred Stock is non-voting and non-convertible. In addition, for the accounts of individual investors, CWA, of which 50% is owned by Fundamental Global Investors, LLC, also holds 57,060 shares of Preferred Stock, including 44 shares of Preferred Stock held by Mr. Cerminara in a joint account with his spouse.
F2: The Reporting Persons beneficially own in the aggregate 34,620 shares of Preferred Stock, which represent approximately 4.9% of the outstanding shares of Preferred Stock. Fundamental Global Investors, LLC may be deemed to be a beneficial owner of the shares of Preferred Stock that are directly owned by FGPM.
F3: The Reporting Persons beneficially own in the aggregate 2,576,652 shares of Common Stock, which represent approximately 43.1% of the Company's outstanding shares of Common Stock. Fundamental Global Investors, LLC may be deemed to be a beneficial owner of the shares of Common Stock that are directly owned by Fundamental Global Partners Master Fund, LP ("FGPM"), FGI Global Asset Allocation Fund, Ltd. ("FGAA"), FGI Global Asset Allocation Master Fund, LP ("FGGM"), Fundamental Activist Fund I, LP ("FAFI"), FGI 1347 Holdings, LP ("FGIH") and Ballantyne Strong, Inc. ("BTN").
F4: RELM Wireless Corporation ("RWC") is the sole limited partner of FGIH. Mr. Cerminara is Chairman of the Board of Directors of RWC and Mr. Johnson is also a director of RWC.
F5: In addition, CWA, of which 50% is owned by Fundamental Global Investors, LLC, holds 63,898 shares of Common Stock for the accounts of individual investors, which represent approximately 1.1% of the Company's outstanding shares of Common Stock. Messrs. Cerminara and Johnson also each hold 3,333 shares of Common Stock and restricted stock units representing the right to receive 6,666 shares of Common Stock.
F6: Due to their positions with Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara, Lewis M. Johnson and Joseph H. Moglia may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by FGPM, FGAA, FGGM, FAFI and FGIH and the shares of Preferred Stock disclosed as directly owned by FGPM. Due to their positions with BTN, Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara and Johnson may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by BTN. Each Reporting Person disclaims beneficial ownership of the shares referred to herein except to the extent of his or its pecuniary interest therein.