SEC Form 4
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*
Brownstein Chad T.

(Last) (First) (Middle)
9595 WILSHIRE BLVD, SUITE 310

(Street)
BEVERLY HILLS CA 90212

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RMR Industrials, Inc. [ RMRI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
04/12/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Class B Common Stock 04/12/2016 J(1) 10,000 A (1) 90,000 I By 77727111, LLC(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Class A Common Stock (3) (4) (4) Class B Common Stock 539,586(5) 10,791,701 I By 77727111, LLC(2)
1. Name and Address of Reporting Person*
Brownstein Chad T.

(Last) (First) (Middle)
9595 WILSHIRE BLVD, SUITE 310

(Street)
BEVERLY HILLS CA 90212

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
1. Name and Address of Reporting Person*
77727111, LLC

(Last) (First) (Middle)
9595 WILSHIRE BLVD, SUITE 310

(Street)
BEVERLY HILLS CA 90212

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The shares were issued to 77727111, LLC ("77727111") in full satisfaction of a $100,000.00 loan previously made by 77727111 to the Issuer, pursuant to a Loan Settlement Agreement and Release, by and between the Issuer and 77727111.
2. The shares are held directly by 77727111, a ten percent owner of the Issuer, and indirectly by Brownstein. Brownstein holds 100% of the membership interests of 77727111 and is the manager thereof.
3. The Class A Common Stock is convertible into one post-split share of Class B Common Stock for each share of Class A Common Stock so converted.
4. The Class A Common Stock is convertible at any time, at the holder's election, and has no expiration date.
5. Reflects the 1-for-20 reverse stock split effected on September 4, 2015.
Remarks:
Chad Brownstein 04/14/2016
Chad Brownstein, Manager 04/14/2016
** 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).
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