SEC Form 3 · accession 0001094891-18-000128
Allegro Merger Corp. · ALGR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adam Semler
Director
Period of report
Jul 2, 2018
Accepted (ET)
Jul 2, 2018 · 5:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001720025
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F7 | holding | — | — | — | 30,000 | I | By Triple J Holdings II, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Redeemable WarrantF7,F4,F2,F3 | — | holding | — | — | — | — | — | Common Stock | 10,000 | — | I |
| RightF7,F5,F6 | $0.00 | holding | — | — | — | — | — | Common Stock | 1,000 | — | I |
Explanation of responses
- F1Includes securities underlying 10,000 units of the Issuer, which units, prior to the effective date of the registration statement relating to the Issuer's initial public offering, the reporting person irrevocably committed to purchase. Each unit ("Unit") consists of one share of common stock, one right exchangable for one-tenth (1/10) of one share of common stock, and one redeemable warrant entitling the holder to purchase one share of common stock. The purchase of these Units is being made on a private placement basis and will be consummated simultaneously with the consummation of the Issuer's initial public offering.
- F2Each Warrant will become exercisable on the later of the 30 days after the completion of an initial business combination and July 6, 2019.
- F3Each Warrant will expire five years after the completion of an initial business combination, or earlier upon redemption.
- F4Each Warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share.
- F5Each Right is exchangable for one tenth (1/10) of one share of common stock upon the completion of an initial business combination.
- F6If the Issuer is unable to complete an initial business combination within the required time period, the Rights will expire worthless.
- F7The reporting person is the manager of this limited liability company and has voting and dispositive power over the securities held thereby.