FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Brauser Michael
2. Issuer Name and Ticker or Trading Symbol

MAJESCO ENTERTAINMENT CO [ COOL ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
CO-CHAIR, BOARD OF DIRECTORS
(Last)          (First)          (Middle)

C/O 4041-T HADLEY ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

4/25/2016
(Street)

S. PLAINSFIELD, NJ 07080
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, par value $0.001   4/25/2016     A    525000   (1) A   (1) 1160886   (2) D  
 
Common Stock, par value $0.001                  125000   I   See Footnote   (3)
Common Stock, par value $0.001                  146684   I   See Footnote   (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Option   $0.80   4/25/2016     A      525000   (5)        (5) 4/25/2026   Common Stock   525000   (5)   (5) 525000   (5) D  
 

Explanation of Responses:
( 1)  Represents a restricted stock award (the "Restricted Stock Award") under the Issuer's 2016 Equity Incentive Plan. The Restricted Stock Award vests as follows: 50% vested on the grant date of April 25, 2016, and 50% will vest upon the occurrence of a Qualified Acquisition, as defined in the Restricted Stock Award.
( 2)  Represents (i) the Restricted Stock Award, (ii) 100 shares of common stock held by Michael Brauser, (iii) 235,786 shares of common stock held by Michael Brauser and his wife as tenants by entirety, and (iv) a restricted stock award of 400,000 shares granted pursuant to the 2014 Equity Incentive Plan, which vest at a rate of 1/24 award shares per month beginning September 30, 2015, or upon a Qualified Transaction, as defined in the award.
( 3)  Represents 125,000 shares of common stock held by the Betsey & Michael Brauser Charitable Foundation, of which Michael Brauser is Chairman and over whose securities he holds voting and dispositive power.
( 4)  Represents 146,684 shares of common stock held by Grander Holdings, Inc. 401K, of which Michael Brauser is Trustee and over whose securities he holds voting and dispositive power.
( 5)  Represents an option award under the Issuer's 2016 Equity Incentive Plan. The options vest as follows: 50% vested on the grant date of April 25, 2016, and 50% vest upon the occurrence of a Qualified Acquisition, as defined in the award.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Brauser Michael
C/O 4041-T HADLEY ROAD
S. PLAINSFIELD, NJ 07080
X

CO-CHAIR, BOARD OF DIRECTORS

Signatures
/s/ Michael Brauser 4/27/2016
** 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 control number.
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