SEC Form 4 · accession 0000921895-18-002352
ONE Group Hospitality, Inc. · STKS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Aug 10, 2018
Accepted (ET)
Aug 14, 2018 · 7:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001399520
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3 | Aug 10, 2018 | P | 2,147 | $2.85 | A | 1,847,147 | I | The Philotimo Fund LLC |
| Common StockF3 | Aug 13, 2018 | P | 2,000 | $2.85 | A | 1,849,147 | I | The Philotimo Fund LLC |
| Common StockF3 | Aug 14, 2018 | P | 16,164 | $2.8443 | A | 1,865,311 | I | The Philotimo Fund LLC |
| Common StockF2,F1 | holding | — | — | — | 3,184,216 | I | Kanen Wealth Management LLC | |
| Common StockF3 | holding | — | — | — | 20,237 | D |
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 20,237 shares held in Mr. Kanen's account as described in footnote 4 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"), 5,194,564 shares of Common Stock, which represent approximately 18.7% 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 3,204,453 shares of Common Stock held in customer accounts managed by KWM (including the 20,237 shares held in Mr. Kanen's account) and the 1,865,311 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 20,237 shares held in Mr. Kanen's account.