Initial Statement of Beneficial Ownership (3)
May 27 2020 - 5:33PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
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1. Name and Address of Reporting Person
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Bogdanov Leo |
2. Date of Event Requiring Statement (MM/DD/YYYY)
5/22/2020
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3. Issuer Name and Ticker or Trading Symbol
Waitr Holdings Inc. [WTRH]
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(Last)
(First)
(Middle)
C/O WAITR HOLDINGS INC., 214 JEFFERSON STREET, SUITE 200 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) See Remarks / |
(Street)
LAFAYETTE, LA 70501
(City)
(State)
(Zip)
| 5. 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
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 10000 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | (1) | (1) | Common Stock | 128206 | (1) | D | |
Restricted Stock Units | (2) | (2) | Common Stock | 121794 | (2) | D | |
Explanation of Responses: |
(1) | Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock of Waitr Holdings Inc. (the "Company") or an equivalent amount in cash (or partly in cash and partly in shares). One-third of the RSUs shall vest each year over the course of three years, pursuant to the Restricted Stock Unit Award Agreement entered into by the Reporting Person as of August 29, 2019 (the "Grant Date"), beginning on the first anniversary of the Grant Date, subject to the Reporting Person's continued employment with the Company through the applicable vesting date, provided that the RSUs shall fully vest in the event of a Change of Control (as defined in the Waitr Holdings Inc. 2018 Omnibus Incentive Plan (the "Plan")). |
(2) | Each RSU represents a contingent right to receive one share of common stock of the Company or an equivalent amount in cash (or partly in cash and partly in shares). One-third of the RSUs shall vest each year over the course of three years pursuant to a Restricted Stock Unit Award Agreement to be entered into by the Reporting Person, subject to the Reporting Person's continued employment with the Company through the applicable vesting date, provided that the RSUs shall fully vest in the event of a Change of Control (as defined in the Plan). |
Remarks: Chief Financial Officer Chief Accounting Officer
See Exhibit 24.1 - Power of Attorney - Filed herewith. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bogdanov Leo C/O WAITR HOLDINGS INC. 214 JEFFERSON STREET, SUITE 200 LAFAYETTE, LA 70501 |
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| See Remarks |
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Signatures
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/s/ Roman Ibragimov, Attorney-in-Fact | | 5/27/2020 |
**Signature of Reporting Person | Date |
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