FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CHINA MARINE FOOD GROUP LTD [ CMFO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/02/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 07/02/2010 | P | 23,519 | A | $3.9414 | 3,188,581 | I | See Explanation of Responses to Table I, Item 7.(1) | ||
Common Stock | 07/02/2010 | P | 1,481 | A | $3.9414 | 3,190,062 | I | See Explanation of Responses to Table I, Item 7.(2) | ||
Common Stock | 07/02/2010 | P | 14,111 | A | $4.154 | 3,204,173 | I | See Explanation of Responses to Table I, Item 7.(1) | ||
Common Stock | 07/02/2010 | P | 889 | A | $4.154 | 3,205,062 | I | See Explanation of Responses to Table I, Item 7(2) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Explanation of Responses to Table I, Item 7: (1) Kent C. McCarthy is the manager of Jayhawk Capital Management, LLC, which is the general partner of Jayhawk Private Equity GP, L.P. Jayhawk Private Equity GP, L.P. is the general partner of Jayhawk Private Equity Fund, L.P. Jayhawk Private Equity Fund, L.P. directly and solely owns the shares identified by this footnote in Table I. As a result, Mr. McCarthy, Jayhawk Capital Management, LLC and Jayhawk Private Equity GP, L.P. each indirectly beneficially own the common shares reported herein. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of such reporting person's pecuniary interest therein. |
2. Explanation of Responses to Table I, Item 7: (2) Kent C. McCarthy is the manager of Jayhawk Capital Management, LLC, which is the general partner of Jayhawk Private Equity GP, L.P. Jayhawk Private Equity GP, L.P. is the general partner of Jayhawk Private Equity Co-Invest Fund, L.P. Jayhawk Private Equity Co-Invest Fund, L.P. directly and solely owns the shares identified by this footnote in Table I. As a result, Mr. McCarthy, Jayhawk Capital Management, LLC and Jayhawk Private Equity GP, L.P. each indirectly beneficially own the common shares reported herein. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of such reporting person's pecuniary interest therein. |
Remarks: |
/s/ Kent C. McCarthy | 07/07/2010 | |
/s/ Kent C. McCarthy, Manager of Jayhawk Capital Management, LLC | 07/07/2010 | |
/s/ Kent C. McCarthy, Manager of Jayhawk Capital Management, LLC, which is the general partner of Jayhawk Private Equity GP, L.P | 07/07/2010 | |
/s/ Kent C. McCarthy, Manager of Jayhawk Capital Management, LLC, which is the general partner of Jayhawk Private Equity GP, L.P., which is the general partner of Jayhawk Private Equity Fund, L.P. | 07/07/2010 | |
/s/ Kent C. McCarthy, Manager of Jayhawk Capital Management, LLC, which is the general partner of Jayhawk Private Equity GP, L.P., which is the general partner of Jayhawk Private Equity Co-Invest Fund, L.P. | 07/07/2010 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |