FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BK Technologies, Inc. [ BKTI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/06/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock, par value $0.60 per share | 09/06/2018 | A | 5,063(1) | A | $0 | 16,021(2) | D | |||
Common Stock, par value $0.60 per share | 2,332,840(3) | I | Fundamental Global | |||||||
Common Stock, par value $0.60 per share | 1,147,087(4) | I | Ballantyne Strong |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Represents a grant of restricted stock units (RSUs) under the 2017 Incentive Compensation Plan. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The RSUs vest in 20% equal annual installments on the first, second, third, fourth and fifth anniversaries of the grant date, subject to the Reporting Person's continued service as a director of the Issuer through such date. |
2. Includes 5,479 RSUs that vest in full 12 months after the grant date of June 4, 2018, subject to the Reporting Person's continued service as a director of the Issuer through such date. |
3. Held by the Fundamental Global entities. Due to his positions with Fundamental Global Investors, LLC and other Fundamental Global entities, Mr. Johnson may be deemed to be a beneficial owner of Common Stock held by Fundamental Global. Mr. Johnson disclaims any beneficial ownership of the shares referenced to herein except to the extent of his pecuniary interest therein. |
4. Held by Ballantyne Strong, Inc. ("BTN"). Due to his positions with Fundamental Global Investors, LLC and affiliated entities, which beneficially own greater than 10 percent of the outstanding shares of BTN common stock, Mr. Johnson may be deemed to be a beneficial owner of Common Stock held by BTN. Mr. Johnson disclaims any beneficial ownership of the shares referenced to herein except to the extent of his pecuniary interest therein. |
/s/ Lewis M. Johnson | 09/07/2018 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |