SEC Form 4 · accession 0001179110-18-006911
FAMOUS DAVES OF AMERICA INC · DAVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
May 15, 2018
Accepted (ET)
May 16, 2018 · 5:33 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 StockF1,F2 | holding | — | — | — | 418,169 | I | By FS Special Opportunities I, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (right to buy)F3 | $7.85 | May 15, 2018 | A | 20,000 | A | — | May 15, 2028 | Common Stock | 20,000 | 20,000 | D |
Explanation of responses
- F1Held by FS Special Opportunities I, L.P. ("FS I") and indirectly by Farnam Street Capital, Inc. as General Partner of FS I and Peter Haeg as President and Secretary of Farnam Street Capital, Inc. ("Farnam Street"). Farnam Street and Mr. Haeg disclaim beneficial ownership of these securities except to the extent of his pecuniary interest therein. Mr. Haeg was elected to the Board of Directors at the direction of FS I; therefore, FS I and Farnam Street may be considered directors of the issuer by deputization.
- F2As reported in the Schedule 13D filed by the Reporting Persons on November 20, 2017, the Reporting Persons share beneficial ownership of the 418,169 shares with another group that includes PW Partners, LLC (the "PW Group"). Because of their shared beneficial ownership of the shares, the Reporting Persons and PW Group may together be considered a "group" for purposes of Rule 13d-1. the Reporting Persons disclaim beneficial ownership of any shares of the issuer held by PW Group other than the 418,169 shares and disclaims the existence of any such Section 13(d) "group."
- F3The option vests in five annual installments beginning on the first anniversary on the date of grant.