Filing Details

Accession Number:
0001420506-21-000816
Form Type:
4
Zero Holdings:
No
Publication Time:
2021-05-28 14:26:38
Reporting Period:
2021-05-26
Accepted Time:
2021-05-28 14:26:38
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1591890 Fg Financial Group Inc. FGF 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 C/o Fundamental Global Investors, Llc
108 Gateway Boulevard, Suite 204
Mooresville NC 28117
No No Yes No
1591508 Fundamental Global Investors, Llc 108 Gateway Boulevard
Suite 204
Mooresville NC 28117
Yes No Yes No
1619951 M Lewis Johnson C/o Fundamental Global Investors, Llc
108 Gateway Boulevard, Suite 204
Mooresville NC 28117
No No Yes No
1619991 Kyle Cerminara C/o Fundamental Global Investors, Llc
108 Gateway Boulevard, Suite 204
Mooresville NC 28117
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, Par Value $0.01 Per Share Acquisiton 2021-05-26 5,296 $8.10 8,296 No 4 P Indirect FUNDAMENTAL GLOBAL CAPITAL APPRECIATION FUND, LP
Common Stock, Par Value $0.01 Per Share Disposition 2021-05-26 5,296 $8.10 0 No 4 S Indirect FGI GLOBAL ASSET ALLOCATION FUND, LTD.
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect FUNDAMENTAL GLOBAL CAPITAL APPRECIATION FUND, LP
No 4 S Indirect FGI GLOBAL ASSET ALLOCATION FUND, LTD.
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, Par Value $0.01 Per Share 788,199 Indirect FUNDAMENTAL ACTIVIST FUND I, LP
Common Stock, Par Value $0.01 Per Share 628,875 Indirect FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP
Common Stock, Par Value $0.01 Per Share 4,532 Indirect FGI GLOBAL ASSET ALLOCATION MASTER FUND, LP
Common Stock, Par Value $0.01 Per Share 477,282 Indirect FGI 1347 HOLDINGS, LP
Common Stock, Par Value $0.01 Per Share 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
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value 590 Indirect FUNDAMENTAL GLOBAL CAPITAL APPRECIATION 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 3,045,593 shares of Common Stock (including 100,000 shares that may be acquired pursuant to a call option), which represent approximately 60.8% 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"), Fundamental Global Capital Appreciation Fund, LP ("FGCA") and Ballantyne Strong, Inc. ("BTN"). Mr. Cerminara holds 11,162 shares of Common Stock and restricted stock units representing the right to receive 20,987 shares of Common Stock upon vesting. In addition, Mr. Johnson holds 32,149 shares of Common Stock.
  2. BK Technologies Corporation ("BKTI") is the sole limited partner of FGIH. Mr. Cerminara is Member of the Board of Directors of BKTI.
  3. The Reporting Persons beneficially own in the aggregate 35,210 shares of Preferred Stock, which represent approximately 4.1% 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 and FGCA. In addition, Mr. Cerminara owns 44 shares of Preferred Stock in a joint account with his spouse.
  4. 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, FGIH and FGCA and the shares of Preferred Stock disclosed as directly owned by FGPM and FGCA. 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.
  5. 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.
  6. Represents a cross-trade between FGAA and FGCA, in which FGAA disposed of and FGCA acquired the reported shares. Accordingly, there was no change in the aggregate beneficial ownership of the Reporting Persons.