SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Brady Christopher D.

(Last)

(First)

(Middle)

C/O TEMPUS APPLIED SOLUTIONS, INC.

133 WALLER MILL ROAD

(Street)

WILLIAMSBURG

23185

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/28/2015

3. Issuer Name and Ticker or Trading Symbol
Tempus Applied Solutions Holdings, Inc. [ TMPS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	108,750	D
Common Stock	307,500	I	See Footnote⁽²⁾
Common Stock	1,906,258⁽¹⁾	I	See Footnote⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrant	08/30/2015	07/31/2020	Common Stock	3,389,096⁽¹⁾	$11.5	I	See Footnote⁽³⁾
Series A-2 Warrant	07/31/2015	07/31/2020	Common Stock or Series A Convertible Preferred Stock	578,130⁽¹⁾	$4.8	I	See Footnote⁽³⁾
Series B-2 Warrant	07/31/2015	10/31/2020	Common Stock or Series A Convertible Preferred Stock	192,710⁽¹⁾	$5	I	See Footnote⁽³⁾
Series A-3 Warrant	08/14/2015	07/31/2020	Common Stock or Series A Convertible Preferred Stock	115,626⁽¹⁾	$4.8	I	See Footnote⁽³⁾
Series B-3 Warrant	08/14/2015	10/31/2016	Common Stock or Series A Convertible Preferred Stock	38,542⁽¹⁾	$5	I	See Footnote⁽³⁾

1. Name and Address of Reporting Person^*

Brady Christopher D.

(Last)

(First)

(Middle)

C/O TEMPUS APPLIED SOLUTIONS, INC.

133 WALLER MILL ROAD

(Street)

WILLIAMSBURG

23185

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Chart Group, LP

(Last)

(First)

(Middle)

555 5TH AVENUE, 19TH FLOOR

(Street)

NEW YORK,

10017

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Chart Acquisition Group LLC

(Last)

(First)

(Middle)

555 5TH AVENUE, 19TH FLOOR

(Street)

NEW YORK,

10017

(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. Each reporting person disclaims beneficial ownership of these securities except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

2. Mr. Brady indirectly owns these securities through his membership interests in Antwerp L.L.C., the general partner of The Chart Group, L.P.

3. Mr. Brady indirectly owns these securities through his membership interests in Antwerp L.L.C., the general partner of The Chart Group, L.P., which is the sole managing member of Chart Acquisition Group LLC.

	/s/ Christopher D. Brady	10/28/2015
	The Chart Group, L.P. By: Antwerp L.L.C., general partner By: /s/ Christopher D. Brady, Chief Executive Officer	10/28/2015
	Chart Acquisition Group LLC By: The Chart Group, L.P., sole managing member By: Antwerp L.L.C., general partner By: /s/ Christopher D. Brady, Chief Executive Officer	10/28/2015
	** 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 5 (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.
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