Mama's Creations, Inc. — Director's Dealing 2015

Jun 16, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MamaMancini's Holdings, Inc. (MMMB)
CIK: 0001520358
Period of Report: 2015-06-12

Reporting Person: Janeway Dean (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-15	Convertible Debenture	$1.50	J	1	Disposed	2016-07-15	Common Stock (33334)	Direct
2015-06-12	Series A Convertible Preferred Stock	$1.25	J	500	Acquired		Common Stock (40000)	Direct
2015-06-12	Warrant	$1.25	J	1	Acquired	2020-06-12	Common Stock ()	Direct

Footnotes

F1: Pursuant to the terms of the Convertible Debenture (the "Debenture"), the Debenture was automatically converted upon a Qualified Offering. Upon conversion of the Debenture Mr. Janeway received 1 unit comprised of (i) five hundred (500) shares of Series A Preferred ("Unit Shares"), convertible into the Company's Common Stock at a conversion price of $1.25 per share and (ii) one (1) Warrant to purchase 100% of the number of Conversion Shares (as defined in the Debenture) initially issuable upon conversion of the Unit Shares to the purchaser at the exercise price of $1.25 per share.

F2: The Warrant entitles Mr. Janeway to purchase up to the number of shares of Common Stock ("Warrant Shares") that is equal to 100% of the number of Conversion Shares initially issuable upon conversion of the Unit Shares issued to the purchaser. The Warrants are for a term of five (5) years and are exercisable at a price of $1.25 per Warrant Share.

F3: The Series A Convertible Preferred Stock has no expiration date.