Key facts
- This page summarizes PPZ, LLC's Form 3 filing for Real Good Food Company, Inc..
- 0 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 04 Nov 2021, 20:06.
PPZ, LLC - 04 Nov 2021 Form 3 Insider Report for Real Good Food Company, Inc.
- Reporting relationship
- 10%+ Owner
- Issuer ticker
- N/A
- Reported as of
- 04 Nov 2021
- Net transaction value
- $0
- Reporting owner signature
- PPZ, LLC, a Wyoming limited liability company, By: /s/ Gerard G. Law, Attorney-in-Fact for PPZ, LLC
Source evidence
Original filing metadata and source links for verification.
3 source fields
Reporting owner
1 detail
Key filing fact
PPZ, LLC filed Form 3 for Real Good Food Company, Inc. on 04 Nov 2021.
Change
- No earlier filing in this sequence is available for direct comparison.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Official SEC source
View source filing
Ownership activity is grounded in SEC Form 3 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
RGF
holding
Class B common stock
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- 3,956,022
- Date
- 04 Nov 2021
- Ownership
- Direct
- Footnotes
- F1, F2
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
RGF
holding
Derivative
Class B Units
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- Date
- 04 Nov 2021
- Ownership
- Direct
- Underlying class
- Class A common stock
- Underlying amount
- 3,956,022
- Exercise price
- Footnotes
- F3
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 3 footnotes
Footnote F1
Reflects shares acquired in connection with the Reorganization (as defined in the Registration Statement on Form S-1 (File No. 333-260204)) consummated in connection with the initial public offering ("IPO") of shares of the Issuer's Class A common stock, par value $0.0001 (the "Class A Common Stock"). Pursuant to the Reorganization, (i) the membership interests in Real Good Foods, LLC, which is formerly known as The Real Good Food Company, LLC ("RGF, LLC"), held by each member of RGF, LLC (each, a "Member") converted into Class B units of RGF, LLC ("Class B Units"); and (ii) the Issuer issued one share of its Class B common stock, par value $0.0001 ("Class B Common Stock") for each Class B Unit held by the Members. Shares of Class B Common Stock are not convertible into any other security of the Issuer and confer no economic rights on the holders thereof.
Footnote F2
(Continued from footnote 1) Except as provided in the Issuer's Amended and Restated Certificate of Incorporation or as otherwise required by applicable law, holders of Class B Common Stock are entitled to one vote per share on all matters to be voted on by holders of the Class A Common Stock. Upon the exchange of Class B Units that are held by the Reporting Person and reported in Table II, for shares of Class A Common Stock, an equal number of shares of Class B Common Stock will be automatically forfeited and canceled for each Class B Unit so exchanged. See footnote 3 below.
Footnote F3
At the election of the Reporting Person, the Class B Units are exchangable on a one-for-one basis for shares of Class A Common Stock, or, at the election of the Issuer, cash equal to a volume weighted average market price of one share of Class A Common Stock for each Class B Unit exchanged, in each case subject to the terms of that certain Exchange Agreement, dated as of November 4, 2021, by and among the Issuer, RGF, LLC, and the holders of Class B Units and shares of Class B Common Stock from time to time parties thereto. Upon any exchange, cancelation, or redemption of any Class B Unit, one share of Class B Common Stock is automatically forfeited and canceled for each Class B Unit so exchanged, canceled, or redeemed. There is no specified exercise date associated with the Class B Units and the Class B Units do not expire.
SEC remarks
Exhibit 24 - Power of Attorney