LGL GROUP INC — Director's Dealing 2013

Dec 16, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LGL GROUP INC (LGL)
CIK: 0000061004
Period of Report: 2013-12-12

Reporting Person: GABELLI MARIO J (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-12	Common Stock Warrants (right to purchase)	$7.5	P	116840	Acquired	2018-08-06	Common Stock, par value $0.01 per share (53526)	Direct
2013-12-13	Common Stock Warrants (right to purchase)	$7.5	P	39844	Acquired	2018-08-06	Common Stock, par value $0.01 per share (55120)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Common Stock Warrants (right to purchase)	$7.5	2018-08-06	Common Stock, par value $0.01 per share (27860)	696500	Indirect
Common Stock Warrants (right to purchase)	$7.5	2018-08-06	Common Stock, par value $0.01 per share (19351)	483780	Indirect

Footnotes

F1: The Warrants become exercisable on the earlier of (i) August 6, 2018, and (ii) such date that the 30-day volume weighted average price per share, or VWAP, of the Common Stock is greater than or equal to $15.00. Any unexercised Warrants will expire at 5:00 p.m., Eastern Time, on August 6, 2018.

F2: This number takes into account the 1,221,305 warrants that were received on August 6, 2013 when holders of the Issuer's Common Stock received a dividend of five Common Stock Warrants for each share of Common Stock held by such holder as of July 29, 2013. When exercisable, 25 Warrants will entitle the holder to purchase one share of Common Stock at an exercise price of $7.50 per share, as may be adjusted in accordance with the terms of the Warrants.

F3: This number takes into account the 589,500 warrants that were received on August 6, 2013 when holders of the Issuer's Common Stock received a dividend of five Common Stock Warrants for each share of Common Stock held by such holder as of July 29, 2013. When exercisable, 25 Warrants will entitle the holder to purchase one share of Common Stock at an exercise price of $7.50 per share, as may be adjusted in accordance with the terms of the Warrants.

F4: These shares are owned by GGCP, Inc. ("GGCP"). Mr. Gabelli is deemed the beneficial owner of the shares owned by GGCP since he is the Chief Executive Officer, a director and the controlling shareholder of GGCP. Mr. Gabelli has less than a 100% interest in GGCP and disclaims beneficial ownership of the shares held by GGCP in excess of his pecuniary interest.

F5: These warrants were received on August 6, 2013 when holders of the Issuer's Common Stock received a dividend of five Common Stock Warrants for each share of Common Stock held by such holder as of July 29, 2013. When exercisable, 25 Warrants will entitle the holder to purchase one share of Common Stock at an exercise price of $7.50 per share, as may be adjusted in accordance with the terms of the Warrants.

F6: These shares are owned by MJG-IV Limited Partnership ("MJG-IV"). Mr. Gabelli is deemed the beneficial owner of the shares owned by MJG-IV since he is the general partner. Mr. Gabelli has less than a 100% interest in MJG-IV and disclaims beneficial ownership of the shares held by MJG-IV in excess of his pecuniary interest.