Page 4 of 8 – SEC Filing
Item 1. Security and Issuer.
This Statement of Beneficial
Ownership on Schedule 13D (this “Statement”) relates to the Common Stock, par value $0.0001 per share (the “Common
Stock”), of The ONE Group Hospitality, Inc., a Delaware corporation (the “Company”). The Company reports that
its principal executive offices are located at 411 W. 14th Street, 2nd Floor, New York, New York 10014.
Item 2. Identity and Background.
This Statement is filed
by (i) Kanen Wealth Management LLC, an investment advisor registered as such in Florida, New York and Texas (“KWM”),
and (ii) David L. Kanen, the managing member of KWM.
The foregoing persons
are sometimes referred to herein as a “Reporting Person” and collectively as the “Reporting Persons.” The
Reporting Persons are filing this Statement jointly. Neither the fact of this filing nor anything contained herein shall be deemed
to be an admission by any of the Reporting Persons that they constitute a “group.”
KWM, a limited liability company organized under the laws of the State of Florida, is a registered investment adviser. The
principal business of KWM is purchasing, holding and selling securities for investment purposes for the accounts of its customers.
The principal occupation of Mr. Kanen is serving as the managing member, sole investment advisor representative and Chief Compliance
Officer for KWM. Mr. Kanen is a U.S. citizen.
The principal business
address of the Reporting Persons is 5850 Coral Ridge Drive, Suite 309, Coral Springs, Florida 33076.
None of the Reporting
Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
None of the Reporting
Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Persons
acquired the shares of Common Stock reported as owned by the Reporting Persons in the ordinary course of business. The shares of
Common Stock beneficially owned by KWM were acquired for the accounts of its customers. In addition, Mr. Kanen purchased shares
of Common Stock for his own account. The total cost for purchasing the shares of Common Stock reported as owned by the Reporting
Persons, including brokerage commissions, was approximately $3,878,300. The source of funds for the shares of Common Stock acquired
for the accounts of KWM’s customers were funds of such customers. The source of funds for the shares of Common Stock acquired
by The Philotimo Fund LLC was its working capital. The source of funds for the shares of Common Stock acquired by Mr. Kanen were
his personal funds.
Item 4. Purpose of Transaction.
The Reporting Persons
acquired the shares of Common Stock reported in this Statement for investment purposes. The Reporting Persons may in the future
acquire additional shares of Common Stock or dispose of some or all of the shares of Common Stock held by the Reporting Persons
in open-market transactions or privately negotiated transactions, on such terms and at such times as the Reporting Persons may
deem advisable. The Reporting Persons may engage in short selling or hedging or similar transactions with respect to the shares
of Common Stock, on such terms and at such times as the Reporting Persons may deem advisable, subject to applicable law.
The
Reporting Persons may engage in discussions with the board and management of the Company regarding its business and affairs. Except as set forth herein,
none of the Reporting Persons has any present plan or proposal that would result in any of the actions described in
paragraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons reserve the right in the future to formulate any
such plans or proposals, and to take any actions with respect to their investments in the Company, including any or all of
the actions described in paragraphs (a) through (j) of Item 4 of Schedule 13D.
