SEC Form 4 · accession 0001354488-16-008283

Dolphin Entertainment, Inc. · DLPN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Executive Officer · Director · 10% Owner

Period of report

Mar 4, 2016

Accepted (ET)

Sep 19, 2016 · 9:52 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001282224

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Mar 4, 2016	J	614,682	—	A	614,682	I	By Dolphin Entertainment, Inc.
Common Stock^F1	Sep 15, 2016	P	100	$6.75	A	950,169	D
Common Stock^F1	holding	—	—		—	1,242,104	I	By Dolphin Digital Media Holdings, LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series B Convertible Preferred Stock^F1,F5,F4,F3	—	Mar 7, 2016	J	115,000	A	—	—	Common Stock	115,000	2,185,000	I

F1The Issuer completed a 20-to-1 reverse stock split effective May 10, 2016. The amount stated represents the post-split adjusted amount. Fractional shares resulting from the reverse stock split were rounded up to the nearest whole share.
F2On March 4, 2016, the Issuer entered into a debt-for-equity exchange with Dolphin Entertainment, Inc., an entity wholly owned by the Reporting Person. Pursuant to the exchange, $3,073,410 in aggregate amount of principal and interest was exchanged at $5.00 per share, for 614,682 shares of Common Stock.
F3On March 7, 2016, a merger was completed among the Issuer, DDM Merger Sub, Inc., Dolphin Entertainment, Inc. and Dolphin Films, Inc., pursuant to which the Issuer acquired Dolphin Films Inc. (the ?Merger?). As part of the Merger consideration, the Issuer issued 115,000 shares of Series B Convertible Preferred Stock to Dolphin Entertainment, Inc.
F4Each share of Series B Convertible Preferred Stock is convertible into nineteen (19) shares of Common Stock at any time and has no expiration date
F5The shares of Series B Convertible Preferred Stock were received in exchange for shares of Dolphin Films, Inc. in connection with the Merger.