0000899243-21-047262.txt : 20211207 0000899243-21-047262.hdr.sgml : 20211207 20211207215225 ACCESSION NUMBER: 0000899243-21-047262 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211203 FILED AS OF DATE: 20211207 DATE AS OF CHANGE: 20211207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BK Technologies Corp CENTRAL INDEX KEY: 0000002186 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 211477525 BUSINESS ADDRESS: STREET 1: 7100 TECHNOLOGY DRIVE CITY: WEST MELBOURNE STATE: FL ZIP: 32904 BUSINESS PHONE: 321-984-1414 MAIL ADDRESS: STREET 1: 7100 TECHNOLOGY DRIVE CITY: WEST MELBOURNE STATE: FL ZIP: 32904 FORMER NAME: FORMER CONFORMED NAME: BK Technologies, Inc. DATE OF NAME CHANGE: 20180604 FORMER NAME: FORMER CONFORMED NAME: RELM WIRELESS CORP DATE OF NAME CHANGE: 19980129 FORMER NAME: FORMER CONFORMED NAME: ADAGE INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BALLANTYNE STRONG, INC. CENTRAL INDEX KEY: 0000946454 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 211477522 BUSINESS ADDRESS: STREET 1: 4201 CONGRESS STREET STREET 2: SUITE 175 CITY: CHARLOTTE STATE: NC ZIP: 28209 BUSINESS PHONE: (704) 994-8279 MAIL ADDRESS: STREET 1: 4201 CONGRESS STREET STREET 2: SUITE 175 CITY: CHARLOTTE STATE: NC ZIP: 28209 FORMER NAME: FORMER CONFORMED NAME: BALLANTYNE OF OMAHA INC DATE OF NAME CHANGE: 19950608 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fundamental Global GP, LLC CENTRAL INDEX KEY: 0001878780 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 211477526 BUSINESS ADDRESS: STREET 1: 108 GATEWAY BLVD. STREET 2: SUITE 204 CITY: MOORESVILLE STATE: NC ZIP: 28117 BUSINESS PHONE: (704) 323-6851 MAIL ADDRESS: STREET 1: 108 GATEWAY BLVD. STREET 2: SUITE 204 CITY: MOORESVILLE STATE: NC ZIP: 28117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MOGLIA JOSEPH H CENTRAL INDEX KEY: 0001187586 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 211477523 MAIL ADDRESS: STREET 1: AMERITRADE HOLDING CORP STREET 2: 4211 S 102ND ST CITY: OMAHA STATE: NE ZIP: 68127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cerminara Kyle CENTRAL INDEX KEY: 0001619991 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 211477524 MAIL ADDRESS: STREET 1: C/O FUNDAMENTAL GLOBAL INVESTORS, LLC STREET 2: 108 GATEWAY BLVD., SUITE 204 CITY: MOORESVILLE STATE: NC ZIP: 28117 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FG Financial Group, Inc. CENTRAL INDEX KEY: 0001591890 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 461119100 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 360 CENTRAL AVE STREET 2: SUITE 800 CITY: ST. PETERSBURG STATE: FL ZIP: 33701 BUSINESS PHONE: 727-304-5666 MAIL ADDRESS: STREET 1: 360 CENTRAL AVE STREET 2: SUITE 800 CITY: ST. PETERSBURG STATE: FL ZIP: 33701 FORMER COMPANY: FORMER CONFORMED NAME: 1347 Property Insurance Holdings, Inc. DATE OF NAME CHANGE: 20131113 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-12-03 0 0001591890 FG Financial Group, Inc. FGF 0001878780 Fundamental Global GP, LLC 108 GATEWAY BLVD., SUITE 204 MOORESVILLE NC 28117 0 0 1 0 0000002186 BK Technologies Corp 7100 TECHNOLOGY DRIVE WEST MELBOURNE FL 32904 0 0 1 0 0001619991 Cerminara Kyle C/O FUNDAMENTAL GLOBAL GP, LLC 108 GATEWAY BOULEVARD, SUITE 204 MOORESVILLE NC 28117 1 0 1 0 0001187586 MOGLIA JOSEPH H C/O FUNDAMENTAL GLOBAL GP, LLC 108 GATEWAY BOULEVARD, SUITE 204 MOORESVILLE NC 28117 0 0 1 0 0000946454 BALLANTYNE STRONG, INC. 4201 CONGRESS STREET SUITE 175 CHARLOTTE NC 28209 0 0 1 0 8.00% Cumulative Preferred Stock, Series A, $25.00 par value 2021-12-03 4 S 0 1354 25.00 D 21324 I FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP 8.00% Cumulative Preferred Stock, Series A, $25.00 par value 2021-12-06 4 S 0 2345 25.00 D 18979 I FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP COMMON STOCK, PAR VALUE $0.01 PER SHARE 788199 I FUNDAMENTAL ACTIVIST FUND I, LP COMMON STOCK, PAR VALUE $0.01 PER SHARE 628875 I FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP COMMON STOCK, PAR VALUE $0.01 PER SHARE 477282 I FGI 1347 HOLDINGS, LP COMMON STOCK, PAR VALUE $0.01 PER SHARE 1038409 I BALLANTYNE STRONG, INC. CALL OPTION (RIGHT TO BUY) 6.00 2020-04-16 2022-04-16 COMMON STOCK 50000 50000 I FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP CALL OPTION (RIGHT TO BUY) 6.00 2020-04-16 2022-04-16 COMMON STOCK 50000 50000 I FUNDAMENTAL ACTIVIST FUND I, LP The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.00 to $25.25, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Preferred Stock sold at each separate price within the range set forth above. The Reporting Persons beneficially own in the aggregate 3,032,765 shares of Common Stock (including 100,000 shares that may be acquired pursuant to a call option), which represent approximately 46.7% of the Company's outstanding shares of Common Stock. Fundamental Global GP, 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"), Fundamental Activist Fund I, LP ("FAFI"), FGI 1347 Holdings, LP ("FGIH") and Ballantyne Strong, Inc. ("BTN"). Mr. Cerminara holds 15,592 shares of Common Stock and restricted stock units representing the right to receive 16,557 shares of Common Stock upon vesting. BK Technologies Corporation ("BKTI") is the sole limited partner of FGIH. Mr. Cerminara is Member of the Board of Directors of BKTI. The Reporting Persons beneficially own in the aggregate 18,979 shares of Preferred Stock. Fundamental Global GP, LLC may be deemed to be a beneficial owner of the shares of Preferred Stock that are directly owned by FGPM. In addition, Mr. Cerminara owns 44 shares of Preferred Stock in a joint account with his spouse. Due to their positions with Fundamental Global GP, LLC and affiliated entities, Messrs. Cerminara and Joseph H. Moglia may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by FGPM, FAFI and FGIH and the shares of Preferred Stock disclosed as directly owned by FGPM. Due to his positions with BTN, Fundamental Global GP, LLC and affiliated entities, Mr. Cerminara may be deemed to be a beneficial owner 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. 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. FUNDAMENTAL GLOBAL GP, LLC /S/ D. KYLE CERMINARA, CHIEF EXECUTIVE OFFICER 2021-12-07 BALLANTYNE STRONG, INC. /S/ MARK D. ROBERSON, CHIEF EXECUTIVE OFFICER 2021-12-07 BK TECHNOLOGIES CORPORATION /S/ WILLIAM P. KELLY, EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER 2021-12-07 /S/ D. KYLE CERMINARA 2021-12-07 /S/ JOSEPH H. MOGLIA 2021-12-07