SEC FORM 4

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^*

Heim Melissa

(Last)

(First)

(Middle)

2150 SE HANNA HARVESTER DRIVE

(Street)

PORTLAND

97222

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Eastside Distilling, Inc. [ ESDI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP Ops & Master Distiller

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/17/2017		M⁽¹⁾		5,000	A	$0	10,002⁽²⁾	D
Common Stock	09/17/2017		F⁽³⁾		1,532	D	$3.78	8,470	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁴⁾	09/17/2017		M		5,000		09/17/2017⁽⁵⁾	09/17/2017⁽⁵⁾	Common Stock	5,000	$0	5,000	D
Restricted Stock Units	⁽⁴⁾	09/17/2017		M			5,000	09/17/2017⁽⁵⁾	09/17/2017⁽⁵⁾	Common Stock	5,000	$0	0	D
Employee stock Option (right to buy)	$3.78	09/17/2017		A		10,000		09/30/2017⁽⁷⁾	09/17/2027	Common Stock	10,000	$0⁽⁶⁾	10,000	D

Explanation of Responses:

1. Represents the settlement upon vesting of restricted stock units ("RSUs") that were awarded on September 17, 2017.

2. Takes into account the 1:3 reverse stock split that was consummated on June 15, 2017. In addition, the shares previously reported as indirectly owned by the reporting person's spouse have been omitted because the reporting person is no longer considered the indirect beneficial owner of those shares.

3. The reporting person is reporting the withholding by the Issuer of an aggregate of 1,532 shares of common stock that vested on September 17, 2017 but that were not issued in order to satisfy the reporting person's tax withholding obligations in connection with the delivery of common stock to the report person upon vesting of RSUs.

4. Each RSU is the economic equivalent of one share of Eastside Distilling, Inc. common stock. The closing price of ESDI on September 15, 2017 (the last trading day before the September 17, 2017 award date, which fell on a weekend) was $3.78.

5. All 5,000 RSUs vested immediately upon grant.

6. The RSUs and options were granted pursuant to the Issuer's 2016 Equity Incentive Plan.

7. The options vest in 12 quarterly installments over three years, commencing on September 30, 2017 and continuing thereafter on the last day of each succeeding fiscal quarter to and including June 30, 2020, subject to continued service with the Issuer on each respective vesting date.

	Melissa Heim	09/19/2017
	** 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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