0001104659-20-048507.txt : 20200420 0001104659-20-048507.hdr.sgml : 20200420 20200420084148 ACCESSION NUMBER: 0001104659-20-048507 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200417 FILED AS OF DATE: 20200420 DATE AS OF CHANGE: 20200420 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fundamental Global Investors, LLC CENTRAL INDEX KEY: 0001591508 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 20801374 BUSINESS ADDRESS: STREET 1: 4201 CONGRESS STREET, SUITE 140 CITY: CHARLOTTE STATE: NC ZIP: 28209 BUSINESS PHONE: 704-323-6851 MAIL ADDRESS: STREET 1: 4201 CONGRESS STREET, SUITE 140 CITY: CHARLOTTE STATE: NC ZIP: 28209 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: 20801375 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: 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: 20801376 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: Cerminara Kyle CENTRAL INDEX KEY: 0001619991 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 20801377 MAIL ADDRESS: STREET 1: C/O FUNDAMENTAL GLOBAL INVESTORS, LLC STREET 2: 4201 CONGRESS STREET, SUITE 140 CITY: CHARLOTTE STATE: NC ZIP: 28209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Johnson Lewis M CENTRAL INDEX KEY: 0001619951 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36366 FILM NUMBER: 20801378 MAIL ADDRESS: STREET 1: C/O FUNDAMENTAL GLOBAL INVESTORS, LLC STREET 2: 4201 CONGRESS STREET, SUITE 140 CITY: CHARLOTTE STATE: NC ZIP: 28209 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: 20801379 MAIL ADDRESS: STREET 1: AMERITRADE HOLDING CORP STREET 2: 4211 S 102ND ST CITY: OMAHA STATE: NE ZIP: 68127 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: 1347 Property Insurance Holdings, Inc. CENTRAL INDEX KEY: 0001591890 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 461119100 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 970 LAKE CARILLON DR. STREET 2: SUITE 314 CITY: ST. PETERSBURG STATE: FL ZIP: 33716 BUSINESS PHONE: (813) 579-6213 MAIL ADDRESS: STREET 1: 970 LAKE CARILLON DR. STREET 2: SUITE 314 CITY: ST. PETERSBURG STATE: FL ZIP: 33716 4 1 tm2016330d1_form4.xml FORM 4 X0306 4 2020-04-17 0 0001591890 1347 Property Insurance Holdings, Inc. PIH 0001591508 Fundamental Global Investors, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE NC 28209 1 0 1 0 0000946454 BALLANTYNE STRONG, INC. 4201 CONGRESS STREET, SUITE 175 CHARLOTTE NC 28209 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 INVESTORS, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE NC 28209 1 0 1 0 0001619951 Johnson Lewis M C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE NC 28209 1 0 1 0 0001187586 MOGLIA JOSEPH H C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE NC 28209 0 0 0 1 Group Member Common Stock, $0.001 par value 2020-04-17 4 P 0 23400 4.7807 A 571068 I Fundamental Global Partners Master Fund, LP Common Stock, $0.001 par value 788199 I Fundamental Activist Fund I, LP Common Stock, $0.001 par value 477282 I FGI 1347 Holdings, LP Common Stock, $0.001 par value 5296 I FGI Global Asset Allocation Fund, Ltd. Common Stock, $0.001 par value 4532 I FGI Global Asset Allocation Master Fund, LP Common Stock, $0.001 par value 1038409 I Ballantyne Strong, Inc. 8.00% Cumulative Preferred Stock, Series A, $25.00 par value 34620 I Fundamental Global Partners Master Fund, LP Call Option (Right to Buy) 6 2020-04-16 2022-04-16 Common Stock 50000 50000 I Fundamental Global Partners Master Fund, LP Call Option (Right to Buy) 6 2020-04-16 2022-04-16 Common Stock 50000 50000 I Fundamental Activist Fund I, LP The Reporting Persons beneficially own in the aggregate 2,984,786 shares of Common Stock (including 100,000 shares that may be acquired pursuant to a call option), which represent approximately 49.2% of the Company's outstanding shares of Common Stock. Fundamental Global Investors, 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"), FGI Global Asset Allocation Fund, Ltd. ("FGAA"), FGI Global Asset Allocation Master Fund, LP ("FGGM"), Fundamental Activist Fund I, LP ("FAFI"), FGI 1347 Holdings, LP ("FGIH") and Ballantyne Strong, Inc. ("BTN"). In addition, CWA, of which 50% is owned by Fundamental Global Investors, LLC, holds 64,710 shares of Common Stock for the accounts of individual investors (excluding shares held in CWA accounts for other Reporting Persons, which are separately reported on this form), which represent approximately 1.1% of the Company's outstanding shares of Common Stock. Messrs. Cerminara and Johnson also each hold 7,141 shares of Common Stock and restricted stock units representing the right to receive 16,294 shares of Common Stock upon vesting. In addition, Mr. Moglia holds 16,216 shares of Common Stock through trusts. BK Technologies Corporation ("BKTI") is the sole limited partner of FGIH. Mr. Cerminara is Chairman of the Board of Directors of BKTI and Mr. Johnson is Co-Chairman of the Board of Directors of BKTI. The Reporting Persons beneficially own in the aggregate 34,620 shares of Preferred Stock, which represent approximately 4.9% of the outstanding shares of Preferred Stock. Fundamental Global Investors, LLC may be deemed to be a beneficial owner of the shares of Preferred Stock that are directly owned by FGPM. In addition, for the accounts of individual investors, CWA, of which 50% is owned by Fundamental Global Investors, LLC, also holds 33,519 shares of Preferred Stock, including 44 shares of Preferred Stock held by Mr. Cerminara in a joint account with his spouse. Due to their positions with Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara, Lewis M. Johnson and Joseph H. Moglia may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by FGPM, FGAA, FGGM, FAFI and FGIH and the shares of Preferred Stock disclosed as directly owned by FGPM. Due to their positions with BTN, Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara and Johnson may be deemed to be beneficial owners 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. The price reported represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.745 and $4.80 per share. 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 purchased at each separate price. FUNDAMENTAL GLOBAL INVESTORS, LLC /s/ D. Kyle Cerminara, Chief Executive Officer, Partner and Manager 2020-04-20 BALLANTYNE STRONG, INC. /s/ Mark D. Roberson, Chief Executive Officer 2020-04-20 BK TECHNOLOGIES CORPORATION /s/ William P. Kelly, Executive Vice President and Chief Financial Officer 2020-04-20 /s/ D. Kyle Cerminara 2020-04-20 /s/ Lewis M. Johnson 2020-04-20 /s/ Joseph H. Moglia 2020-04-20