0001493152-23-032940.txt : 20230918 0001493152-23-032940.hdr.sgml : 20230918 20230918170238 ACCESSION NUMBER: 0001493152-23-032940 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230918 FILED AS OF DATE: 20230918 DATE AS OF CHANGE: 20230918 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DABAH EZRA CENTRAL INDEX KEY: 0001055163 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41032 FILM NUMBER: 231261778 MAIL ADDRESS: STREET 2: ONE DODGE DR CITY: WEST CALDWELL STATE: NJ ZIP: 07006 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KIDPIK CORP. CENTRAL INDEX KEY: 0001861522 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 813640708 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 PARK AVENUE SOUTH, 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212-399-2323 MAIL ADDRESS: STREET 1: 200 PARK AVENUE SOUTH, 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 4 1 ownership.xml X0508 4 2023-09-18 0 0001861522 KIDPIK CORP. PIK 0001055163 DABAH EZRA C/O KIDPIK CORP. 200 PARK AVENUE SOUTH, 3RD FLOOR NEW YORK NY 10003 1 1 1 0 President, CEO and Chairman 0 Common Stock 2023-09-18 4 A 0 1553800 0.7723 A 3479570 D Common Stock 252967 I Through spouse Common Stock 1508408 I See Notes Common Stock 443530 I See Notes Common Stock 687104 I See Notes On September 18, 2023, the Issuer entered into a Debt Conversion Agreement with Mr. Dabah, pursuant to which the parties agreed to convert an aggregate of $1,200,000 owed by the Registrant to Mr. Dabah, for advances previously made to the Registrant, into an aggregate of 1,553,800 shares of common stock of the Issuer. Exempt from Section 16(b) pursuant to Rule 16b-3. The agreed upon conversion price of the conversion of the debt described in Footnote (1) above was the greater of the closing consolidated bid price on the date the Debt Conversion Agreement was entered into (or the prior day's closing consolidated bid price in the event that the agreement was entered into during market hours), and $0.7723 per share, provided that because $0.7723 was above the closing consolidated bid price, the conversion price was fixed at $0.7723 per share. The reported securities are held directly by Renee Dabah, the spouse of the Reporting Person, and are also separately reported in beneficial ownership reports filed by Mrs. Dabah. The Reporting Person was provided complete authority to vote these shares pursuant to a voting agreement dated September 1, 2021, with (and with respect to the reported securities owned by) Moshe Dabah, Eva Dabah, Joia Kazam, Chana Rapaport, Yaacov Dabah; Gila Goodman; Isaac Dabah and his spouse; GMM Capital LLC; Sterling Macro Fund, and each of the trusts described in note (5) below, at any and all meetings of stockholders of the Company and via any written consents. The voting agreement has a term of three years, through August 31, 2024, but can be terminated at any time by Mr. Dabah and terminates automatically upon the death of Mr. Dabah. Includes securities held in the name of the u/a/d 02/02/1997, Trust FBO Yaacov Dabah; the u/a/d 02/02/1997, Trust FBO Moshe Dabah; the u/a/d 02/02/1997, Trust FBO Joia Dabah; the u/a/d 02/02/1997, Trust FBO Eva Dabah and the u/a/d 02/02/1997, Trust FBO Chana Dabah, each of which are party to the voting agreement described in (4) above, and each of which the spouse of Mr. Ezra Dabah serves as co-trustee of, along with the mother-in-law of Ezra Dabah (Raine Silverstein), and which securities held by such trusts, Mr. Ezra Dabah may be deemed to beneficially own. These securities are also separately reported in beneficial ownership reports filed by Mrs. Dabah and Mrs. Silverstein. Includes securities held in the name of Moshe Dabah, Eva Dabah, Joia Kazam, Chana Rapaport, and Yaacov Dabah, each of whom are party to the voting agreement described in (4) above, and each of which holders are the adult children of Mr. Ezra Dabah, and which securities held by such persons Mr. Ezra Dabah may be deemed to beneficially own. The securities held by Moshe Dabah are also separately reported in beneficial ownership reports filed by Mr. Moshe Dabah, an executive officer of the Issuer. Includes securities held by an irrevocable trust in the name of Gila Goodman, who is the sister of Ezra Dabah; Isaac Dabah, who is the brother of Ezra Dabah and his spouse; GMM Capital LLC, an entity which Isaac Dabah controls; and Sterling Macro Fund, an entity which Isaac Dabah controls, each of whom are party to the voting agreement described in (4) above, and which securities held by such persons Mr. Ezra Dabah may be deemed to beneficially own. The reporting person disclaims ownership of the reported securities except to the extent of his own pecuniary interest therein. /s/ Ezra Dabah 2023-09-18