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*
Eberwein Jeffrey E.

(Last) (First) (Middle)
53 FOREST AVENUE, 1ST FLOOR

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ATRM Holdings, Inc. [ ATRM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/06/2019
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, $0.001 par value 09/06/2019 A 10,000(1) A $0 445,012 D
Common Stock, $0.001 par value(2) 09/10/2019 D 445,012 D (3) 0 D
Common Stock, $0.001 par value(2) 09/10/2019 D 3,005 D (3) 0 I By: Lone Star Value Investors GP, LLC(3)
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
1. Name and Address of Reporting Person*
Eberwein Jeffrey E.

(Last) (First) (Middle)
53 FOREST AVENUE, 1ST FLOOR

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Lone Star Value Investors LP

(Last) (First) (Middle)
53 FOREST AVENUE, 1ST FLOOR

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Lone Star Value Investors GP LLC

(Last) (First) (Middle)
53 FOREST AVENUE, 1ST FLOOR

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Lone Star Value Management LLC

(Last) (First) (Middle)
53 FOREST AVENUE, 1ST FLOOR

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
Explanation of Responses:
1. Reflects shares of restricted stock granted under the Issuer's 2014 Incentive Plan, which will vest on the one-year anniversary of the grant date or upon a change of control.
2. This Form 4 is filed jointly by Lone Star Value Investors, LP ("Lone Star Value Investors"), Lone Star Value Investors GP, LLC ("Lone Star Value GP"), Lone Star Value Management, LLC ("Lone Star Value Management") and Jeffrey E. Eberwein (collectively, the "Reporting Persons"). Prior to the merger, Mr. Eberwein is a director of the Issuer and Mr. Eberwein and Lone Star Value GP owned in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
3. Each share of Common Stock disposed of pursuant to that certain Agreement and Plan of Merger, dated as of July 3, 2019, by and among the Company, Digirad Corporation and Digirad Acquisition Corporation, a newly-formed subsidiary of Parent in exchange for 0.03 shares of Digirad Series A Preferred Stock. In addition, all restricted stock grants were fully vested pursuant to the terms of the change in control.
/s/ Jefferey E. Eberwein 09/12/2019
/s/ Lone Star Value Investors, LP, by: Lone Star Value Investors GP, LLC; By: /s/ Jeffrey E. Eberwein, Auth Sig 09/12/2019
/s/ Lone Star Value Investors GP, LLC, by: By: /s/ Jeffrey E. Eberwein, Authorized Signatory 09/12/2019
/s/ Lone Star Management LLC, By: /s/ Jeffrey E. Eberwein, Authorized Signatory 09/12/2019
** 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).
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