SEC Form 4 · accession 0001654954-18-013065
Big Rock Partners Acquisition Corp. · BRPA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Big Rock Partners Sponsor, LLC
Officer — President and CEO · Director
Richard Ackerman
Officer — President and CEO · Director
Period of report
Nov 20, 2018
Accepted (ET)
Nov 20, 2018 · 7:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001719406
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 20, 2018 | S$0 | 1,500,000 | — | D | 225,000 | I | Big Rock Partners Sponsor, LLC |
| Common StockF3,F2 | holding | — | — | — | 272,500 | I | Big Rock Partners Sponsor, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to the Agreement among Big Rock Partners Acquisition Corp. (the "Issuer"), Big Rock Partners Sponsor, LLC (the "Sponsor") and BRAC Lending Group LLC (the "Investor"), the Sponsor transferred 1,500,000 shares of common stock of the Issuer in exchange for the terms set forth in the Agreement and an aggregate cash consideration of $1.00. For a description and copy of the Agreement, see the Issuer's Form 8-K filed with the SEC on 11/20/2018.
- F2Mr. Ackerman is the Issuer's President, Chairman and Chief Executive Officer and the managing member of the Sponsor and has the sole voting and dispositive power of the securities held by the Sponsor. Accordingly, Mr. Ackerman may be deemed to have beneficial ownership of such shares.
- F3Represents securities underlying units of the Issuer. Each unit consists of one share of common stock, one right to receive one-tenth of one share of common stock upon the consummation of the Issuer's initial business combination and one-half of one warrant, each whole warrant entitling the holder to purchase one share of common stock.