SEC Form 4 · accession 0000921895-18-002675
FAMOUS DAVES OF AMERICA INC · DAVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
May 16, 2018
Accepted (ET)
Sep 27, 2018 · 8:36 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001021270
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3 | Aug 27, 2018 | P | 3,050 | $6.45 | A | 47,233 | D | |
| Common StockF1,F2 | Aug 28, 2018 | P | 1,403 | $6.45 | A | 1,213,823 | I | Kanen Wealth Management LLC |
| Common StockF3 | Aug 29, 2018 | P | 5,222 | $6.45 | A | 50,283 | D | |
| Common StockF1,F2 | Sep 4, 2018 | P | 3,564 | $6.45 | A | 1,215,226 | I | Kanen Wealth Management LLC |
| Common StockF1,F2 | Sep 17, 2018 | P | 19,526 | $6.3902 | A | 1,218,790 | I | Kanen Wealth Management LLC |
| Common StockF1,F2 | Sep 18, 2018 | P | 600 | $6.4375 | A | 1,238,316 | I | Kanen Wealth Management LLC |
| Common StockF1,F2 | Sep 19, 2018 | P | 34,400 | $6.45 | A | 1,238,916 | I | Kanen Wealth Management LLC |
| Common StockF3 | Sep 19, 2018 | P | 8,367 | $6.45 | A | 55,505 | D | |
| Common StockF3 | Sep 20, 2018 | P | 30,000 | $6.40 | A | 253,083 | I | The Philotimo Fund LLC |
| Common StockF3 | Sep 21, 2018 | P | 1,781 | $6.40 | A | 283,083 | I | The Philotimo Fund LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Kanen Wealth Management LLC ("KWM") does not have a pecuniary interest in the shares of Common Stock held in customer accounts managed by KWM. The number reflected above excludes 55,505 shares held in Mr. Kanen's account as described in footnote 3 below.
- F2Neither KWM, The Philotimo Fund, LP nor Mr. Kanen has any pecuniary interest in the purchase of these shares.
- F3Mr. Kanen beneficially owns, pursuant to the beneficial ownership rules of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), 1,633,009 shares of Common Stock, which represent approximately 17.4% of the Issuer's outstanding shares of Common Stock. Pursuant to such beneficial ownership rules, Mr. Kanen, as the managing member of KWM, may be deemed to beneficially own the 1,294,421 shares of Common Stock held in customer accounts managed by KWM (including the 55,505 shares held in Mr. Kanen's account) and the 283,083 shares of Common Stock held by The Philotimo Fund LLC, of which KWM is the general partner. Mr. Kanen expressly disclaims such beneficial ownership except to the extent of his pecuniary interest therein. Mr. Kanen does not have a pecuniary interest under Section 16 of the Exchange Act in the shares of Common Stock held in customer accounts managed by KWM other than the 55,505 shares held in Mr. Kanen's account.
Remarks
Since the Securities and Exchange Commission's electronic filing system only accepts a maximum of 30 lines per Table, this report is the second in a series of two reports being filed with the Securities and Exchange Commission. Due to certain software limitations, footnotes 4 and 5, which appear on the first report will not appear on the second report.