X0206 3 2017-10-04 0 0001708341 Black Ridge Acquisition Corp. BRAC 0001534148 DeCubellis Kenneth 110 NORTH 5TH STREET, SUITE 410 MINNEAPOLIS MN 55403 1 1 0 0 Chief Executive Officer 0001490161 Black Ridge Oil & Gas, Inc. 110 NORTH 5TH STREET, SUITE 410 MINNEAPOLIS MN 55403 0 0 1 0 Common Stock 3450000 I By Black Ridge Oil & Gas, Inc. Common Stock 400000 I By Black Ridge Oil & Gas, Inc. Right to Receive Common Stock Common Stock 40000 I By Black Ridge Oil & Gas, Inc. Warrant 11.50 Common Stock 400000 I By Black Ridge Oil & Gas, Inc. On October 4, 2017, the Issuer effected a stock dividend of 0.2 shares for each share outstanding, resulting in the reporting person receiving an additional 575,000 shares, for an aggregate total ownership of 3,450,000 shares. The 3,450,000 shares includes 450,000 shares of common stock that are subject to forfeiture depending on the extent to which the underwriters in the Issuer's initial public offering do not exercise their over-allotment option. Mr. DeCubellis, as Chairman and Chief Executive Officer of Black Ridge Oil & Gas, Inc., exercises voting and dispositive power over such shares. Mr. DeCubellis disclaims beneficial ownership of such shares except to the extent of his ultimate pecuniary interest. Represents securities underlying 400,000 units of the Issuer, which units, prior to the effective date of the registration statement relating to the Issuer's initial public offering, Black Ridge Oil & Gas, Inc. irrevocably committed to purchase. Each unit consists of one share of common stock, one right to receive one-tenth of one share of common stock upon the consummation of the Issuer's initial business combination and one warrant entitling the holder to purchase one share of common stock. The purchase of these units is being made on a private placement basis and will be consummated simultaneously with the consummation of the Issuer's initial public offering. Each right entitles the holder to receive one-tenth (1/10) of one share of common stock upon consummation of the Issuer's initial business combination. If the Issuer fails to consummate an initial business combination within twenty-one (21) months from the closing of the Issuer's initial public offering, the Issuer will be dissolved and the rights will expire worthless. Each warrant will become exercisable on the later of 30 days after the completion of the Issuer's initial business combination or 12 months from the closing of the Issuer's initial public offering. Each warrant will expire five years after the completion of the Issuer's initial business combination. /s/ Ken DeCubellis 2017-10-04 /s/ Ken DeCubellis, Chairman and CEO 2017-10-04