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
ONE Group Hospitality, Inc. [ STKS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/29/2017 | ||||||||||||||||||||||||||
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 | 01/17/2018 | P | 3,700 | A | $2.23 | 2,692,697 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 01/18/2018 | P | 4,128 | A | $2.2287 | 2,696,825 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 01/19/2018 | P | 100,700 | A | $2.23 | 2,797,525 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 01/26/2018 | P | 5,393 | A | $2.2175 | 2,802,918 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 01/29/2018 | P | 4,800 | A | $2.22 | 2,807,718 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 01/31/2018 | P | 4,500 | A | $2.2191 | 2,812,218 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 02/01/2018 | P | 31,900 | A | $2.2091 | 2,844,118 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 02/05/2018 | P | 11,400 | A | $2.197 | 2,855,518 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 02/06/2018 | P | 6,000 | A | $2.3098 | 2,861,518 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 02/08/2018 | P | 202 | A | $2.23 | 2,861,720 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 02/09/2018 | P | 701 | A | $2.23 | 2,862,421 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 02/12/2018 | P | 852 | A | $2.23 | 2,863,273 | I | Kanen Wealth Management LLC(1) | ||
Common Stock | 1,845,000(2) | I | The Philotimo Fund LLC | |||||||
Common Stock | 18,921(2) | D |
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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Explanation of Responses: |
1. Kanen Wealth Management LLC ("KWM") does not have a pecuniary interest in the shares of Common Stock held in customer accounts managed by KWM. |
2. Mr. Kanen beneficially owns 4,727,194 shares of Common Stock, which represent approximately 17.5% of the Company's outstanding shares of Common Stock. Mr. Kanen, as the managing member of KWM, may be deemed to beneficially own the 2,863,273 shares of Common Stock held in customer accounts managed by KWM (including the 18,921 shares held in Mr. Kanen's account) and the 1,845,000 shares of Common Stock held by The Philotimo Fund LLC, of which KWM is the general partner. Mr. Kanen expressly disclaims such beneficial ownership except to the extent of his pecuniary interest therein. Mr. Kanen does not have a pecuniary interest in the shares of Common Stock held in customer accounts managed by KWM other than the shares held in Mr. Kanen's account. |
/s/ David L. Kanen | 02/14/2018 | |
/s/ Kanen Wealth Management LLC By: David L. Kanen, Managing Member | 02/14/2018 | |
/s/ The Philotimo Fund By: David L. Kanen | 02/14/2018 | |
** 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. |