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*
Stranberg Andrew

(Last) (First) (Middle)
C/O STRAN & COMPANY, INC.
2 HERITAGE DRIVE

(Street)
QUINCY MA 02171

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/26/2018
3. Issuer Name and Ticker or Trading Symbol
Long Blockchain Corp. [ LBCC ]
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)
X Form filed by One Reporting Person
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 1,718,799 D
Common Stock 2,500,000(1) I By Stran & Company, Inc.(2)
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
Warrant 10/04/2017 10/04/2018 Common Stock 70,000 $2.4 D
Warrant 07/26/2018 07/26/2021 Common Stock 450,000 $0.5 D
Option (right to buy) 07/26/2018 07/31/2019 Common Stock (3) $0.4 D
Option (right to buy) 07/26/2018 07/31/2019 Warrants (3) (3) D
Explanation of Responses:
1. Includes up to 2,500,000 shares of common stock that are subject to forfeiture if the net revenue of the Issuer's subsidiary, Stran Loyalty Group Inc., for the 12 months ending July 31, 2019 is less than a certain threshold.
2. The reporting person is the sole shareholder of Stran & Company, Inc., and holds sole voting and dispositve power over the shares held by Stran & Company, Inc.
3. The reporting person has the right to purchase up to 1,500,000 shares of the issuer's common stock at a price of $0.40 per share and, if such right is exercised, will receive a warrant to purchase at a price of $0.50 per share such additional number of shares of common stock equal to 30% of the number of shares of common stock purchased pursuant to the option.
Remarks:
/s/ Andrew Stranberg 08/06/2018
** 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 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.