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Filing Details

Accession Number:: 0000919574-13-005277
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-08-21 16:50:10
Reporting Period:: 2013-08-20

Filing Date:: 2013-08-21
Accepted Time:: 2013-08-21 16:50:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1052257	Z Trim Holdings Inc	ZTHO	Grain Mill Products (2040)	364197173

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1432450	Brightline Capital Management, Llc	1120 Avenue Of The Americas Suite 1505 New York NY 10036	No	No	Yes	No
1436316	Iii B Edward Smith	C/O Brightline Capital Management, Llc 1120 Ave Of The Americas, Ste 1505 New York NY 10036	Yes	No	Yes	No
1474772	Brightline Ventures I, Llc	1120 Avenue Of The Americas Suite 1505 New York NY 10036	No	No	Yes	No
1475061	Khera, Nick	1120 Avenue Of The Americas Suite 1505 New York NY 10036	No	No	Yes	No
1582763	Brightline Gp, Llc	1120 Avenue Of The Americas Suite 1505 New York NY 10036	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $.00005 Par Value	Acquisiton	2013-08-20	2,573,438	$1.25	17,940,584	No	4	C	Indirect	See Footnote
Common Stock, $.00005 Par Value	Acquisiton	2013-08-20	376,000	$1.25	18,316,584	No	4	P	Indirect	See Footnote
Common Stock, $.00005 Par Value	Acquisiton	2013-08-20	3,347	$1.25	214,186	No	4	C	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Footnote
No	4	P	Indirect	See Footnote
No	4	C	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, $.0005 Par Value	Common Stock Warrant	Disposition	2013-08-20	5,718,750	$0.00	2,573,438	$1.25
Common Stock, $.00005 Par Value	Common Stock Warrant	Disposition	2013-08-20	7,436	$0.00	3,347	$1.25
Common Stock, $.00005 Par Value	Common Stock Warrant	Acquisiton	2013-08-20	2,316,597	$0.00	2,316,597	$1.25
Common Stock, $.00005 Par Value	Common Stock Warrant	Acquisiton	2013-08-20	3,013	$0.00	3,013	$1.25

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
11,582,983		No	4	C	Indirect
15,064	2016-01-07	No	4	C	Indirect
13,899,580		No	4	J	Indirect
18,077	2016-01-07	No	4	J	Indirect

Footnotes

The securities are held in the account of Brightline Ventures I, LLC and may be deemed to be beneficially owned by (a) Brightline Capital Management, LLC, the investment manager of Brightline Ventures I, LLC, (b) Brightline GP, LLC, the managing member of Ventures I, LLC, (c) Edward B Smith III, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC and (d) Nick Khera, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC. Each of Brightline Capital Management, LLC, Brightline GP, LLC, Edward B Smith III and Nick Khera disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.
The securities are held in the account of Brightline Ventures I-C, LLC and may be deemed to be beneficially owned by (a) Brightline Capital Management, LLC, the investment manager of Brightline Ventures I-C, LLC, (b) Brightline GP, LLC, the managing member of Ventures I-C, LLC, (c) Edward B Smith III, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC and (d) Nick Khera, a managing member of Brightline Capital Management, LLC and Brightline GP, LLC. Each of Brightline Capital Management, LLC, Brightline GP, LLC, Edward B Smith III and Nick Khera disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.
The securities are held in the account of Edward B. Smith III.
The derivatives were acquired through the purchase of convertible Note Units (the "Units") from Z Trim Holdings, Inc. (the "Issuer"). Each Unit consists of (i) a $10,000 24-month senior secured promissory note, bearing interest at the rate of 8% per annum and immediately convertible at the rate of $1.00 per share into 10,000 shares of the Common Stock of the Issuer and (ii) one five-year warrant to immediately purchase 15,000 shares of Common Stock of the Issuer per Unit at an exercise price of $1.50 per share (each, a "Warrant", and collectively, the "Warrants"). Following the purchase of the Units, the exercise price of the Warrants changed to $1.25.
The Warrants have expiration dates of January 15, 2015, July 14, 2014, August 7, 2014, August 26, 2014, September 2, 2014, September 30, 2014 and October 15, 2014.
The Warrants were acquired through an anti-dilution provision whereby the exercise price of the Warrants changed to $1.25 and Brightline Ventures I, LLC received a new warrant for every five warrants owned.
The Warrants have expiration dates of June 7, 2015, September 7, 2015, October 13, 2015, November 12, 2015, November 19, 2015, November 29, 2015, December 7, 2015, December 29, 2015 and March 18, 2016.