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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/04/2018 |
3. Issuer Name and Ticker or Trading Symbol
theMaven, Inc. [ MVEN ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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 | 4,471,739(1) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
Common Stock Purchase Warrant | 06/15/2018 | 06/15/2023 | Common Stock | 1,500,000 | $1.19 | I | See Footnote(2)(3) |
Explanation of Responses: |
1. As of January 4, 2018, the Mark and Tammy Strome Family Trust (the "Trust") held 3,971,739 shares of common stock, representing 12.2% of the outstanding shares of common stock. On March 30, 2018, the Trust purchased an additional 500,000 shares of common stock, for a total of 4,471,739 shares. On August 24, 2017, the Trust was revoked. The shares of common stock were subsequently awarded to the reporting person pursuant to a Binding Deal Memorandum dated May 23, 2018. |
2. The Common Stock Purchase Warrant (the "Warrant") is held by Strome Mezzanine Fund, LP. Strome Investment Management, LP is the general partner of Strome Mezzanine Fund, LP. Strome Group, Inc. is the general partner of Strome Investment Management, LP, and the reporting person is the President and CEO of Strome Group, Inc. The reporting person may be deemed to share voting and dispositive power over the shares of common stock underlying the Warrant held by Strome Mezzanine Fund, LP. |
3. Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934 (the "Exchange Act"), this filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities reported herein. |
Kenneth R Powell, Attorney-in-Fact by Power of Attorney | 06/26/2018 | |
** 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. |