SEC Form 4 · accession 0001048462-18-000017
FAMOUS DAVES OF AMERICA INC · DAVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Charles E Davidson
Director · 10% Owner
WEXFORD SPECTRUM INVESTORS LLC
Director · 10% Owner
WEXFORD CAPITAL LP
Director · 10% Owner
Joseph Jacobs
Director · 10% Owner
DEBELLO INVESTORS LLC
Director · 10% Owner
Wexford GP LLC
Director · 10% Owner
Wexford Focused Investors LLC
Director · 10% Owner
Period of report
Apr 10, 2018
Accepted (ET)
Apr 12, 2018 · 5:45 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 Stock, par value $0.01F1,F2,F3 | Apr 10, 2018 | X | 284,222 | $3.50 | A | 1,616,933 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Subscription RightsF2,F3 | $3.50 | Apr 10, 2018 | X | 284,222 | D | Mar 9, 2018 | Apr 10, 2018 | Common Stock, par value $0.01 | 284,222 | 0 | I |
Explanation of responses
- F1Represents Common Stock of the Issuer acquired in the aggregate by Debello Investors LLC ("DI"), Wexford Focused Investors LLC ("WFI"), and Wexford Spectrum Investors LLC ("WSI", and together with WFI and DI, the "Funds") in the Issuer's rights offering described in the Form 424B4 filed by the Issuer with the U.S. Securities and Exchange Commission on March 12, 2018.
- F2This form is jointly filed by the Funds, Wexford Capital LP ("Wexford"), Charles E. Davidson ("Davidson"), Joseph M. Jacobs ("Jacobs"), and Wexford GP LLC ("Wexford GP"). The common stock shown as beneficially owned by Davidson, Jacobs, Wexford GP and Wexford reflects common stock owned of record by the Funds. Wexford serves as manager of each of the Funds, and as such may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. (Continued under Footnote (3) below).
- F3(Continued from Footnote (2) above) Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any securities beneficially owned by the Funds for which Wexford serves as manager. Each of Wexford, Wexford GP, Davidson and Jacobs disclaims beneficial ownership of the securities reported herein, except to the extent of his or its actual pecuniary interest therein. The Reporting Persons may be deemed to be directors by deputization by virtue of Jacobs and Richard A. Shapiro, each an employee of Wexford, serving as directors of the Issuer.