SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Bigger Michael

(Last) (First) (Middle)
11700 W CHARLESTON BLVD 170-659

(Street)
LAS VEGAS NV 89135

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/29/2023
3. Issuer Name and Ticker or Trading Symbol
Eastside Distilling, Inc. [ EAST ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 4,808 I Bigger Capital Fund, LP(1)(2)
Common Stock 4,808 I District 2 Capital Fund LP(1)(3)
Common Stock 296,722 I The B.A.D. Company, LLC(1)(4)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Amended and Restated Secured Convertible Promissory Note 09/29/2023 03/31/2025 Common Stock 65,458 $3.05 I Bigger Capital Fund, LP(1)(2)
Amended and Restated Secured Convertible Promissory Note 09/29/2023 03/31/2025 Common Stock 65,458 $3.05 I District 2 Capital Fund LP(1)(3)
Amended and Restated Warrant 09/29/2023 09/29/2028 Common Stock 22,500 $33.08 I Bigger Capital Fund, LP(1)(2)
Amended and Restated Warrant 09/29/2023 09/29/2028 Common Stock 22,500 $33.08 I District 2 Capital Fund LP(1)(3)
Series C Preferred Stock (5) (5) Common Stock 1,838,000 $3.05 I The B.A.D. Company, LLC(1)(4)
1. Name and Address of Reporting Person*
Bigger Michael

(Last) (First) (Middle)
11700 W CHARLESTON BLVD 170-659

(Street)
LAS VEGAS NV 89135

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BIGGER CAPITAL FUND L P

(Last) (First) (Middle)
11700 W CHARLESTON BLVD 170-659

(Street)
LAS VEGAS NV 89135

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Bigger Capital Fund GP, LLC

(Last) (First) (Middle)
11700 W CHARLESTON BLVD 170-659

(Street)
LAS VEGAS NV 89135

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
District 2 Capital Fund LP

(Last) (First) (Middle)
14 WALL STREET
2ND FLOOR

(Street)
HUNTINGTON NY 11743

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
District 2 Capital LP

(Last) (First) (Middle)
14 WALL STREET
2ND FLOOR

(Street)
HUNTINGTON NY 11743

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
District 2 GP LLC

(Last) (First) (Middle)
14 WALL STREET
2ND FLOOR

(Street)
HUNTINGTON NY 11743

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
District 2 Holdings LLC

(Last) (First) (Middle)
14 WALL STREET
2ND FLOOR

(Street)
HUNTINGTON NY 11743

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
B.A.D. Company, LLC

(Last) (First) (Middle)
11700 W CHARLESTON BLVD 170-659

(Street)
LAS VEGAS NV 89135

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Bigger Capital, LLC

(Last) (First) (Middle)
11700 W CHARLESTON BLVD 170-659

(Street)
LAS VEGAS NV 89135

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The Reporting Persons listed on this Form 3 may be deemed members of a group holding equity securities of the Issuer. This filing shall not be deemed to be an affirmation that such a group exists for purposes of the Securities Exchange Act of 1934, as amended, or for any other purpose or that any such Reporting Person is a beneficial owner of securities of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
2. These securities are directly held by Bigger Capital Fund, LP ("Bigger Capital"). Bigger Capital Fund GP, LLC ("Bigger GP"), as the general partner of Bigger Capital, may be deemed to beneficially own the securities directly held by Bigger Capital. Michael Bigger, as the managing member of Bigger GP, may be deemed to beneficially own the securities held directly by Bigger Capital.
3. These securities are directly held by District 2 Capital Fund LP ("District 2 CF"). District 2 Capital LP ("District 2"), as the investment manager of District 2 CF, may be deemed to beneficially own the securities directly held by District 2 CF. District 2 GP LLC ("District 2 GP"), as the general partner of District 2 CF, may be deemed to beneficially own the securities direclty held by District 2 CF. District 2 Holdings LLC ("District 2 Holdings"), as the managing member of District 2 GP, may be deemed to beneficially own the securities held by District 2 CF. Michael Bigger, as the managing member of District 2 Holdings, may be deemed to beneficially own the securities owned by District 2 CF.
4. These securities are directly held by The B.A.D. Company, LLC ("B.A.D"). The members of B.A.D. are Bigger Capital, District 2 CF and other entities. The Manager of B.A.D. is Bigger Capital, LLC, which has voting and dispositive power over the securities directly held by B.A.D. Michael Bigger, as the managing member of Bigger Capital, LLC, may be deemed to beneficially own the securities owned by B.A.D.
5. The Series C Preferred Stock is convertible at any time, at the holder's election, and has no expiration date.
/s/ Michael Bigger 10/10/2023
Bigger Capital Fund, LP, By: Bigger Capital Fund GP, LLC, its general partner, By: /s/ Michael Bigger, Managing Member 10/10/2023
Bigger Capital Fund GP, LLC, By: /s/ Michael Bigger, Managing Member 10/10/2023
District 2 Capital Fund LP, By: District 2 GP LLC, its general partner, By: District 2 Holdings LLC, its managing member, By: /s/ Michael Bigger, Managing Member 10/10/2023
District 2 Capital LP, By: District 2 Holdings LLC, its general partner, By: /s/ Michael Bigger, Managing Member 10/10/2023
District 2 GP LLC, By: District 2 Holdings LLC, its managing member, By: /s/ Michael Bigger, Managing Member 10/10/2023
District 2 Holdings LLC, By: /s/ Michael Bigger, Managing Member 10/10/2023
The B.A.D. Company, LLC, By: Bigger Capital, LLC, its manager, By: /s/ Michael Bigger, Managing Member 10/10/2023
Bigger Capital, LLC, By: /s/ Michael Bigger, Managing Member 10/10/2023
** 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 5 (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.