Statement of Changes in Beneficial Ownership (4)
January 13 2022 - 6:48PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Segal Jonathan |
2. Issuer Name and Ticker or Trading Symbol
ONE Group Hospitality, Inc.
[
STKS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
DIRECTOR, BUSINESS DEVELOPMENT |
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(Last)
(First)
(Middle)
1624 MARKET ST, STE 311 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/13/2022 |
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(Street)
DENVER, CO 80202
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 1/13/2022 | | J(1) | | 75045 | A | $0 | 4188657 | D |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Shares received by Mr. Segal upon liquidation of The TOG Liquidating Trust (the "Trust"), which was formed in connection with the 2013 merger of a wholly owned subsidiary of the Company, formerly known as Committed Capital Acquisition Corporation, into The ONE Group, LLC ("Predecessor"). Shares of common stock of the Company (the "Trust Shares") were issued to the Trust to be held pending the exercise or expiration of outstanding warrants to purchase equity interests in Predecessor, which warrants were converted in the merger into warrants to purchase beneficial interests in the Trust that would entitle the warrant holder to receive a portion of the Trust Shares. The former equity holders of Predecessor, including Mr. Segal, were entitled to receive a portion (according to their pre-merger equity ownership of Predecessor) of any Trust Shares underlying unexercised warrants that expired. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Segal Jonathan
1624 MARKET ST
STE 311
DENVER, CO 80202 | X | X | DIRECTOR, BUSINESS DEVELOPMENT |
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Signatures
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| /s/ Christi Hing, Attorney-in-Fact | | 1/13/2022 |
| **Signature of Reporting Person | Date |
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