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
M III Acquisition Corp. [ MIIIU ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/12/2016 | ||||||||||||||||||||||||||
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 | 07/12/2016 | P | 340,000 | A | $10(1)(2) | 4,612,500(4) | I | see footnote(2)(3) |
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. These shares are underlying units (each unit consisting of one share of common stock and one warrant to purchase one-half of one share of common stock) held by M III Sponsor I LLC (the "LLC Sponsor") and M III Sponsor I LP (the "LP Sponsor," collectively with the LLC Sponsor, the "Sponsors"), acquired pursuant to a second amended and restated unit subscription agreement by and the Sponsors and the registrant. 300,000 of such shares underlying units were purchased by the LLC Sponsor, and 40,000 of such shares underlying units were purchased by the LP Sponsor. |
2. Mohsin Y. Meghji, the Chairman and Chief Executive Officer of the registrant, is the sole managing member of M III Acquisition Partners I LLC, the sole managing member of the LLC Sponsor. Mr. Meghji is also the Chief Executive Officer of M III Acquisition Partners I Corp., the sole general partner of the LP Sponsor. Mr. Meghji has sole voting and dispositive control over the shares held by the Sponsors and may be deemed the beneficial owner of such shares. |
3. Mr. Meghji disclaims beneficial ownership over any securities owned by the Sponsors in which he does not have any pecuniary interest. |
4. These shares include an aggregate of 562,500 shares that are subject to forfeiture by the Sponsors to the extent that the underwriters do not exercise their overallotment option in connection with the registrant's initial public offering in full. |
Remarks: |
Chairman and Chief Executive Officer |
/s/ Mohsin Y. Meghji | 07/13/2016 | |
/s/ Mohsin Y. Meghji as Managing Member of M III Acquisition Partners I LLC, the Sole Managing Member of M III Sponsor I LLC | 07/13/2016 | |
/s/ Mohsin Y. Meghji as Sole Managing Member of M III Acquisition Partners I LLC | 07/13/2016 | |
/s/ Mohsin Y. Meghji as Chief Executive Officer of M III Acquisition Partners I Corp., the Sole General Partner of M III Sponsor I LP | 07/13/2016 | |
/s/ Mohsin Y. Meghji as Chief Executive Officer of M III Acquisition Partners I Corp. | 07/13/2016 | |
** 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). | ||
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. |