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
Eos Energy Enterprises, Inc. [ EOSE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/24/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 08/27/2021 |
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 | ||||||
Class A Common Stock | 08/24/2021 | S | 94,598 | D | $13.5253 | 8,431 | I | By B. Riley Securities, Inc.(1)(2) | ||
Class A Common Stock | 08/25/2021 | S | 8,431 | D | $13.5546 | 0 | I | By B. Riley Securities, Inc.(1)(2) | ||
Class A Common Stock | 08/25/2021 | S | 23,521 | D | $13.5546 | 366,479 | I | By BRC Partners Opportunity Fund, LP(1)(2) | ||
Class A Common Stock | 08/26/2021 | S | 50,000 | D | $13.8467 | 316,479 | I | By BRC Partners Opportunity Fund, LP(1)(2) | ||
Class A Common Stock | 3,871,250 | I | By B. Riley Principal Sponsor Co. II, LLC(1)(2) | |||||||
Class A Common Stock | 2,167,000 | I | By BRF Investments, LLC(1)(2)(3) | |||||||
Class A Common Stock | 20,000 | D(4) | ||||||||
Class A Common Stock | 5,000 | I | By Bryant R. Riley, as UTMA custodian for Charlie Riley(1)(2) | |||||||
Class A Common Stock | 5,000 | I | By Bryant R. Riley, as UTMA custodian for Susan Riley(1)(2) | |||||||
Class A Common Stock | 5,000 | I | By Bryant R. Riley, as UTMA custodian for Abigail Riley(1)(2) | |||||||
Class A Common Stock | 5,000 | I | By Bryant R. Riley, as UTMA custodian for Eloise Riley(1)(2) |
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 | ||||||||
Warrants (right to buy) | $11.5 | 05/22/2021 | 11/16/2025 | Class A Common Stock | 325,000 | 325,000 | I | By B. Riley Principal Sponsor Co. II, LLC(1)(2) | |||||||
Warrants (right to buy) | $11.5 | 05/22/2021 | 11/16/2025 | Class A Common Stock | 25,000 | 25,000 | I | By BRC Partners Opportunity Fund, LP(1)(2) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. This Form 4 is being filed jointly by B. Riley Financial, Inc. ("BRF"), BRF Investments, LLC ("BRFI"), B. Riley Principal Sponsor Co. II, LLC (the "Sponsor"), B. Riley Principal Investments, LLC ("BRPI"), BRC Partners Opportunity Fund, LP ("BRPLP"), BRC Partners Opportunity Fund GP, LLC ("BRPGP"), B. Riley Capital Management, LLC ("BRCM"), B. Riley Securities, Inc. ("BRS"), and Bryant R. Riley. BRF is the parent company of BRFI and BRS. As a result, BRF may be deemed to indirectly beneficially own the shares held by BRFI and BRS, respectively. BRPI is the sole member of the Sponsor. BRF is the parent company of BRPI. As a result, BRF and BRPI may be deemed to indirectly beneficially own the shares held by the Sponsor. BRPGP is the general partner of BRPLP. BRCM is the sole member of BRPGP. BRF is the parent company of BRCM. As a result, BRF, BRPGP, and BRCM, may be deemed to indirectly beneficially own the shares held by BRPLP. |
2. Bryant R. Riley is the Co-Chief Executive Officer and Chairman of the Board of Directors of BRF. As a result, Bryant R. Riley may be deemed to indirectly beneficially own the shares of Common Stock directly held by BRFI, BRS, BRPLP and the Sponsor. Each of BRF, BRFI, the Sponsor, BRPI, BRPLP, BRPGP, BRCM, BRS, and Bryant R. Riley disclaims beneficial ownership of the outstanding shares of Common Stock reported herein, except to the extent of its/his respective pecuniary interest therein. |
3. Represents 2,167,000 shares of commons stock previously held directly by BRPI and subsequently transferred to BRFI. |
4. Represents shares held directly by Bryant R. Riley. |
Remarks: |
This filing amends Form 4 filed on August 27, 2021 to reflect the addition of BRFI as a Reporting Owner and signatory hereto. BRFI had not yet obtained edgar access codes at the time of the prior Form 4 filing and has since obtained such codes. |
B. Riley Financial, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer | 08/30/2021 | |
BRF Investments, LLC., by: /s/ Phillip Ahn, Authorized Signatory | 08/30/2021 | |
B. Riley Principal Sponsor Co. II, LLC, by: /s/ Phillip Ahn, Authorized Signatory | 08/30/2021 | |
B. Riley Principal Investments, LLC, by: /s/ Kenneth Young, Chief Executive Officer | 08/30/2021 | |
B. Riley Capital Management, LLC, by: /s/ Bryant R. Riley, Chief Executive Officer | 08/30/2021 | |
BRC Partners Management GP, LLC, by B. Riley Capital Management, LLC, its sole member, by: /s/ Bryant R. Riley, Chief Executive Officer | 08/30/2021 | |
BRC Partners Opportunity Fund, L.P., by: /s/ Bryant R. Riley, Chief Investment Officer | 08/30/2021 | |
B. Riley Securities, Inc.., by: /s/ Andrew Moore, Chief Executive Officer | 08/30/2021 | |
/s/ Bryant R. Riley | 08/30/2021 | |
** 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. |