SEC Form 4 · accession 0001181580-17-000038
RAVE RESTAURANT GROUP, INC. · RAVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
NEWCASTLE PARTNERS L P
10% Owner
Mark E Schwarz
Officer — Chairman · Director · 10% Owner
NEWCASTLE CAPITAL GROUP LLC
10% Owner
NEWCASTLE CAPITAL MANAGEMENT LP
10% Owner
Schwarz 2012 Family Trust
10% Owner
NCM SERVICES, INC.
10% Owner
Period of report
Dec 15, 2017
Accepted (ET)
Dec 19, 2017 · 11:58 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000718332
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 15, 2017 | C | 150,000 | $2.00 | A | 2,989,453 | I | Directly owned by Newcastle Partners L.P. |
| Common Stock | holding | — | — | — | 100,691 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 4% Convertible Senior Notes due 2022, Par $100F1 | $2.00 | Dec 15, 2017 | C | — | D | May 15, 2017 | Feb 15, 2022 | Common Stock | 150,000 | — | I |
| 4% Convertible Senior Notes due 2022, Par $100 | $2.00 | holding | — | — | — | May 15, 2017 | Feb 15, 2022 | Common Stock | 13,900 | — | D |
| Director Stock Option (right to buy) | $3.95 | holding | — | — | — | Jun 27, 2017 | Jun 27, 2026 | Common Stock | 40,000 | 40,000 | D |
| Director Stock Option (right to buy) | $3.11 | holding | — | — | — | Jun 25, 2013 | Jun 25, 2022 | Common Stock | 15,000 | 15,000 | D |
| Director Stock Option (right to buy) | $1.90 | holding | — | — | — | Jun 29, 2010 | Jun 29, 2019 | Common Stock | 40,000 | 40,000 | D |
| Director Stock Option (right to buy) | $2.32 | holding | — | — | — | Jul 2, 2009 | Jul 2, 2018 | Common Stock | 40,000 | 40,000 | D |
Explanation of responses
- F1Mr. Schwarz is the sole trustee of the Schwarz 2012 Family Trust (the "Trust") and a director and officer of NCM Services, Inc. ("NCMS"). The Trust is the sole shareholder of NCMS, which is the sole member of Newcastle Capital Group, L.L.C. ("NCG"), which is the general partner of Newcastle Capital Management, L.P. ("NCM"), which is the general partner of Newcastle Partners, L.P. ("NP"). Accordingly, Mr. Schwarz may be deemed the beneficial owner of all shares held by any of the Trust, NCMS, NCG, NCM or NP.