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*
Fox Michael J

(Last) (First) (Middle)
C/O PARK CITY CAPITAL, LLC
100 CRESCENT COURT, SUITE 700

(Street)
DALLAS TX 75201

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Resonant Inc [ RESN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/09/2019
4. 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 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)
Code V Amount (A) or (D) Price
Common Stock 08/09/2019 P 396,000(1) A $2.53 1,866,000(2) I By Park City Capital Offshore Master, Ltd.
Common Stock 62,925 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (3) (4) (4) Common Stock 4,664 4,664 D
Restricted Stock Units (3) (5) (5) Common Stock 36,630 36,630 D
1. Name and Address of Reporting Person*
Fox Michael J

(Last) (First) (Middle)
C/O PARK CITY CAPITAL, LLC
100 CRESCENT COURT, SUITE 700

(Street)
DALLAS TX 75201

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Park City Capital, LLC

(Last) (First) (Middle)
C/O PARK CITY CAPITAL, LLC
100 CRESCENT COURT, SUITE 700

(Street)
DALLAS TX 75201

(City) (State) (Zip)
Explanation of Responses:
1. Represents shares acquired from the Issuer in a private placement at a purchase price of $2.53 per share.
2. Michael J. Fox is the managing member of Park City Capital, LLC, the investment adviser of the fund that directly holds the reported securities. Mr. Fox and Park City Capital, LLC may be deemed to be beneficial owners of the securities directly held by the fund. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein.
3. Each restricted stock unit (RSU) represents a contingent right to receive one share of Resonant Inc. common stock.
4. The RSUs were granted on June 12, 2018. The shares vest on the earlier of (i) the day prior to the second annual meeting of stockholders following the grant date and (ii) June 12, 2020.
5. The RSUs were granted on June 11, 2019. 50% of the shares vest on the earlier of (i) the day prior to the first annual meeting of stockholders following the grant or (ii) June 11, 2020, and 50% of the shares shall vest on the earlier of (i) the day prior to the second annual meeting of stockholders following the grant and (ii) June 11, 2021.
/s/ Michael J. Fox 08/13/2019
PARK CITY CAPITAL, LLC, /s/ Michael J. Fox, Manager 08/13/2019
** 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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