Filing Details

Accession Number:
0001104659-20-049636
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-04-22 12:34:00
Reporting Period:
2020-04-20
Accepted Time:
2020-04-22 12:34:00
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1591890 1347 Property Insurance Holdings Inc. PIH Radio & Tv Broadcasting & Communications Equipment (3663) NV
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
2186 Bk Technologies Corp 7100 Technology Drive
West Melbourne FL 32904
No No Yes No
946454 Ballantyne Strong, Inc. 4201 Congress Street
Suite 175
Charlotte NC 28209
No No Yes No
1187586 H Joseph Moglia Ameritrade Holding Corp
4211 S 102Nd St
Omaha NE 68127
No No Yes No
1591508 Fundamental Global Investors, Llc 4201 Congress Street
Suite 140
Charlotte NC 28209
Yes No Yes No
1619951 M Lewis Johnson C/o Fundamental Global Investors, Llc
4201 Congress Street, Suite 140
Charlotte NC 28209
Yes No Yes No
1619991 Kyle Cerminara C/o Fundamental Global Investors, Llc
4201 Congress Street, Suite 140
Charlotte NC 28209
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, $0.001 Par Value Acquisiton 2020-04-20 3,364 $4.89 574,432 No 4 P Indirect Fundamental Global Partners Master Fund, LP
Common Stock, $0.001 Par Value Acquisiton 2020-04-21 54,443 $4.78 628,875 No 4 P Indirect Fundamental Global Partners Master Fund, LP
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect Fundamental Global Partners Master Fund, LP
No 4 P Indirect Fundamental Global Partners Master Fund, LP
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, $0.001 Par Value 788,199 Indirect Fundamental Activist Fund I, LP
Common Stock, $0.001 Par Value 477,282 Indirect FGI 1347 Holdings, LP
Common Stock, $0.001 Par Value 5,296 Indirect FGI Global Asset Allocation Fund, Ltd.
Common Stock, $0.001 Par Value 4,532 Indirect FGI Global Asset Allocation Master Fund, LP
Common Stock, $0.001 Par Value 1,038,409 Indirect Ballantyne Strong, Inc.
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value 34,620 Indirect Fundamental Global Partners Master Fund, LP
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Call Option (Right to Buy) $6.00 2020-04-16 2022-04-16 50,000 50,000 Indirect
Common Stock Call Option (Right to Buy) $6.00 2020-04-16 2022-04-16 50,000 50,000 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
2022-04-16 50,000 50,000 Indirect
2022-04-16 50,000 50,000 Indirect
Footnotes
  1. The Reporting Persons beneficially own in the aggregate 3,042,593 shares of Common Stock (including 100,000 shares that may be acquired pursuant to a call option), which represent approximately 50.1% 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").
  2. In addition, CWA, of which 50% is owned by Fundamental Global Investors, LLC, holds 64,710 shares of Common Stock for the accounts of individual investors (excluding shares held in CWA accounts for other Reporting Persons, which are separately reported on this form), which represent approximately 1.1% of the Company's outstanding shares of Common Stock. Messrs. Cerminara and Johnson also each hold 7,141 shares of Common Stock and restricted stock units representing the right to receive 16,294 shares of Common Stock upon vesting. Joseph H. Moglia does not directly hold any shares of Common Stock.
  3. BK Technologies Corporation ("BKTI") is the sole limited partner of FGIH. Mr. Cerminara is Chairman of the Board of Directors of BKTI and Mr. Johnson is Co-Chairman of the Board of Directors of BKTI.
  4. 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. In addition, for the accounts of individual investors, CWA, of which 50% is owned by Fundamental Global Investors, LLC, also holds 33,519 shares of Preferred Stock, including 44 shares of Preferred Stock held by Mr. Cerminara in a joint account with his spouse.
  5. 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.
  6. Represents a call option to purchase shares of Common Stock, for a purchase price of $6.00 per share. The shares subject to the call option may be acquired at any time during the two-year period beginning on April 16, 2020, ending at 5:00 p.m. Eastern time on April 16, 2022.
  7. The price reported represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.85 and $4.90 per share. The Reporting Persons undertake to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price.
  8. The price reported represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.65 and $4.80 per share. The Reporting Persons undertake to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price.