Fundamental Global GP, LLC - Jun 16, 2022 Form 4 Insider Report for FG Financial Group, Inc. (FGF)

Role
10%+ Owner
Signature
FUNDAMENTAL GLOBAL GP, LLC /S/ D. KYLE CERMINARA, CHIEF EXECUTIVE OFFICER
Stock symbol
FGF
Transactions as of
Jun 16, 2022
Transactions value $
$2,999,998
Form type
4
Date filed
6/17/2022, 02:28 PM
Previous filing
Jun 16, 2022
Next filing
Sep 14, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FGF COMMON STOCK, PAR VALUE $0.01 PER SHARE Purchase $1M +633K +44.66% $1.58 2.05M Jun 16, 2022 FUNDAMENTAL ACTIVIST FUND I, LP F1, F4
transaction FGF COMMON STOCK, PAR VALUE $0.01 PER SHARE Purchase $2M +1.27M +77.26% $1.58 2.9M Jun 16, 2022 BALLANTYNE STRONG, INC. F1, F4
holding FGF 8.00% Cumulative Preferred Stock, Series A, $25.00 par value 8.97K Jun 16, 2022 FUNDAMENTAL ACTIVIST FUND I, LP F1, F2, F3, F4
holding FGF COMMON STOCK, PAR VALUE $0.01 PER SHARE 1.42M Jun 16, 2022 FUNDAMENTAL ACTIVIST FUND I, LP F1, F2, F4
holding FGF COMMON STOCK, PAR VALUE $0.01 PER SHARE 477K Jun 16, 2022 FGI 1347 HOLDINGS, LP F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Persons beneficially own in the aggregate 5,431,498 shares of Common Stock, which represent approximately 58.5% 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 Activist Fund I, LP ("FAFI") and FGI 1347 Holdings, LP ("FGIH"). Mr. Cerminara holds 16,925 shares of Common Stock and restricted stock units representing the right to receive 29,716 shares of Common Stock upon vesting.
F2 The 628,875 shares of Common Stock and 8,973 shares of Preferred Stock, as previously reported by Fundamental Global Partners Master Fund, LP ("FGPM"), were transferred to FAFI. FGPM is in the process of being dissolved, and the transfer did not result in a change in beneficial ownership because both funds shared a common investment manager.
F3 The Reporting Persons beneficially own in the aggregate 8,973 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 FAFI. In addition, Mr. Cerminara owns 44 shares of Preferred Stock in a joint account with his spouse.
F4 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 FAFI and FGIH and the shares of Preferred Stock disclosed as directly owned by FAFI. Each Reporting Person disclaims beneficial ownership of the shares referred to herein except to the extent of his or its pecuniary interest therein.