Brian Ferdinand - Dec 20, 2022 Form 4 Insider Report for LUXURBAN HOTELS INC. (LUXH)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
Brian Ferdinand
Stock symbol
LUXH
Transactions as of
Dec 20, 2022
Transactions value $
$0
Form type
4
Date filed
12/20/2022, 06:14 PM
Previous filing
Aug 18, 2022
Next filing
Feb 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding LUXH Common Stock 16.3M Dec 20, 2022 by THA Holdings LLC F1
holding LUXH Common Stock 513K Dec 20, 2022 by THA Family II Holdings LLC F2
holding LUXH Common Stock 128K Dec 20, 2022 by SuperLuxMia LLC F3
holding LUXH Common Stock 115K Dec 20, 2022 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LUXH Make-Whole Right (Obligation to Sell) Other $0 -1M -50% $0.00 1M Dec 20, 2022 Common Stock 1M by THA Holdings LLC F4, F5, F6
holding LUXH Warrants 250K Dec 20, 2022 Common Stock 250K $4.20 by THA Family II Limited Liability Company F7
holding LUXH Warrants 113K Dec 20, 2022 Common Stock 113K $4.20 by THA Family II Limited Liability Company F8
holding LUXH Warrants 55K Dec 20, 2022 Common Stock 55K $4.20 by SuperLuxMia LLC F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 THA Holdings LLC is an entity owned and operated by the Reporting Person.
F2 THA Family II Limited Liability Company is an entity owned and operated by the Reporting Person.
F3 SuperLuxMia LLC is an entity owned and operated by the Reporting Person.
F4 In connection with the transaction described in the Issuer's Current Report filed on Form 8-K, dated December 20, 2022, Mr. Ferdinand has agreed to personally and individually pay to Greenle, without cost to the Company, any difference in the aggregate amount Greenle realizes in public or private sales of the shares of the Issuer's common stock received by Greenle upon conversion of $3 million principal amount of Issuer's debt held by Greenle and such $3 million of debt so converted through the delivery to Greenle of up to 1,000,000 shares of the Issuer's common stock currently owned by Ferdinand (all of which have been placed in escrow to secure such obligation) and thereafter, if any such shortfall is not fully covered by delivery of such shares, cash. Mr. Ferdinand continues to own shares and vote such shares, until such time, if ever, that this Make-Whole obligation is triggered.
F5 There is no precise exercisable date in this instance because the Make-Whole obligation is contingent upon the occurrence of certain events as part of the transaction reported on the Issuer's Current Report on Form 8-K, dated December 20, 2022.
F6 There is no precise expiration date in this instance because the Make-Whole obligation is contingent upon the occurrence of certain events as part of the transaction reported on the Issuer's Current Report on Form 8-K, dated December 20, 2022.
F7 Comprised of underlying shares of the Issuer's common stock issuable upon exercise of the THA Contingent Warrants owned by THA Family II Limited Liability Company.
F8 Comprised of shares of the Issuer's common stock underlying the 2022 Insider Bridge Warrant owned by THA Family II Limited Liability Company.
F9 Comprised of shares of the Issuer's common stock underlying the 2022 Insider Bridge Warrant owned by SuperLuxMia LLC.