B. Riley Financial, Inc. - Feb 11, 2022 Form 4 Insider Report for Arena Group Holdings, Inc. (AREN)

Role
10%+ Owner
Signature
B. Riley Financial, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer
Stock symbol
AREN
Transactions as of
Feb 11, 2022
Transactions value $
$16,329,921
Form type
4
Date filed
2/15/2022, 08:30 PM
Previous filing
Feb 8, 2022
Next filing
Feb 16, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Ownership Footnotes
transaction AREN Common Stock, par value $0.01 per share Purchase $7.9 M +958 K $8.25 958 K Feb 11, 2022 By B. Riley Securities, Inc. F1, F2, F3
transaction AREN Common Stock, par value $0.01 per share Purchase $6.2 M +752 K $8.24 752 K Feb 11, 2022 Direct F4
transaction AREN Common Stock, par value $0.01 per share Purchase $103 K +12.5 K $8.25 12.5 K Feb 11, 2022 By Bryant R. Riley, as UTMA custodian for Charlie Riley F1, F3
transaction AREN Common Stock, par value $0.01 per share Purchase $103 K +12.5 K $8.25 12.5 K Feb 11, 2022 By Bryant R. Riley, as UTMA custodian for Eloise Riley F1, F3
transaction AREN Common Stock, par value $0.01 per share Purchase $103 K +12.5 K $8.25 12.5 K Feb 11, 2022 By Bryant R. Riley, as UTMA custodian for Susan Riley F1, F3
transaction AREN Common Stock, par value $0.01 per share Purchase $103 K +12.5 K $8.25 12.5 K Feb 11, 2022 By Bryant R. Riley, as UTMA custodian for Abigail Riley F1, F3
transaction AREN Common Stock, par value $0.01 per share Purchase $83.6 K +10.2 K +1.06% $8.20 968 K Feb 14, 2022 By B. Riley Securities, Inc. F1, F2, F3, F5
transaction AREN Common Stock, par value $0.01 per share Purchase $1.73 M +208 K +27.65% $8.34 960 K Feb 14, 2022 Direct F4
holding AREN Common Stock, par value $0.01 per share 3.43 M Feb 11, 2022 By BRF Investments, LLC F1, F2, F3, F6, F7

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
holding AREN Series H Preferred Stock, par value $0.01 per share 110 Feb 11, 2022 Common Stock, par value $0.01 per share $0.33 By B. Riley Principal Investments, LLC F1, F2, F3, F8
holding AREN Series H Preferred Stock, par value $0.01 per share 865 Feb 11, 2022 Common Stock, par value $0.01 per share $0.33 By BRF Investments, LLC F1, F2, F3, F8

Explanation of Responses:

Id Content
F1 This Form 4 is filed jointly by B. Riley Financial, Inc., a Delaware corporation ("BRF"), B. Riley Securities, Inc., a Delaware corporation ("BRS"), B. Riley Principal Investments, LLC, a Delaware limited liability company ("BRPI"), BRF Investments, LLC, a Delaware corporation ("BRFI"), and Bryant R. Riley.
F2 BRF is the parent company of BRS, BRPI and BRFI. As a result, BRF may be deemed to indirectly beneficially own the securities of The Arena Group Holdings, Inc. (the "Issuer") held of record by BRS, BRPI and BRFI. BRF expressly disclaims beneficial ownership of the securities of the Issuer reported herein held indirectly except to the extent of such Reporting Person's pecuniary interest therein.
F3 Bryant R. Riley, as Chief Executive Officer of BRCM and Chairman and Co-Chief Executive Officer of BRF, has voting power and dispositive power over the securities of the Issuer held of record by BRS, BRPI and BRFI. As a result, Bryant R. Riley may be deemed to indirectly beneficially own the securities of the Issuer held of record by BRS, BRPI and BRFI. Bryant R. Riley expressly disclaims beneficial ownership of the securities of the Issuer reported herein held indirectly except to the extent of his pecuniary interest therein.
F4 Represents shares held directly by Bryant R. Riley.
F5 The price reported in Column 4 is a weighted average price. These shares were purchased in the secondary market in multiple transactions at prices ranging from $8.15 to $8.20, inclusive. The Reporting Persons undertakes to provide to the Commission, upon request, full information regarding the number of shares purchased at each separate price.
F6 Reflects the reverse stock split of the Issuer's outstanding common stock at an assumed one-for-twenty-two (1-for-22) ratio effective on February 8, 2022 (the "Reverse Stock Split").
F7 Includes 186,124 shares (or 4,094,708 pre-Reverse Stock Split shares) of common stock originally held by BRPI, and subsequently transferred to BRFI.
F8 Subject to the conversion limitation described in the next sentence, the reported security is convertible into common stock of the Issuer at any time, and has no expiration date, but is subject to mandatory conversion on the fifth anniversary of the issuance date. The reported security is subject to a conversion limitation that prohibits the Issuer from effecting a conversion of the reported security into common stock if giving effect to the conversion would cause the holder to beneficially own (together with its affiliates or any "group" members) in excess of 4.99% of the common stock (or, upon notice by the holder, in excess of 9.99% of the common stock).