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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
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 *

REZK CARLOS FELIPE
2. Issuer Name and Ticker or Trading Symbol

Cool Holdings, Inc. [ AWSM ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Sales & Mktg Officer
(Last)          (First)          (Middle)

48 NW 25TH STREET, SUITE 108
3. Date of Earliest Transaction (MM/DD/YYYY)

6/22/2018
(Street)

MIAMI, FL 33127
(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   8/15/2018     C    361018.0000   (1) A $3.6800   486032.0000   I   By ICFR LLC   (2)
Common Stock   8/17/2018     A    41672.0000   (3) A $3.8200   527704.0000   I   By ICFR LLC   (2)

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
Promissory Notes   $3.6800   6/22/2018     A      361018.0000         (4)   (4) Common Stock   361018.0000   $0.0000   361018.0000   I   By ICFR LLC   (2)
Promissory Notes   $3.6800   8/15/2018     C         361018.0000      (5)   (5) Common Stock   361018.0000   $0.0000   0.0000   I   By ICFR LLC   (2)

Explanation of Responses:
(1)  Issuance of shares pursuant to the terms of the Exchange Agreement described in footnote 4.
(2)  The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(3)  Issuance of shares to the reporting person pursuant to (i) the Agreement and Plan of Merger, dated July 25, 2017, and as amended thereafter, by and among the issuer, Cooltech Holding Corp., a Nevada corporation ("Cooltech"), and InfoSonics Acquisition Sub, Inc., a Nevada corporation and wholly owned subsidiary of the issuer (the transactions contemplated thereby, the "Merger") and (ii) exercise of the option evidenced by the Option Agreement, dated January 5, 2018, and as amended thereafter, by and between OneClick International, LLC, a Florida limited liability company, and Delavaco Partners Inc., an Ontario corporation, issued in connection with the Merger.
(4)  In connection with the issuer's assumption of obligations of Cooltech under promissory notes held by the reporting person ("Exchange Notes"), the reporting person entered into an Exchange Agreement as of June 22, 2018 with the issuer, pursuant to which the Exchange Notes could be surrendered for shares of common stock of the issuer, based on a per share price of $3.68.
(5)  Surrender of Exchange Notes for shares of common stock.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
REZK CARLOS FELIPE
48 NW 25TH STREET, SUITE 108
MIAMI, FL 33127
X
Chief Sales & Mktg Officer

Signatures
/s/ Vernon A. LoForti, Attorney-in-fact 8/30/2018
** 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.
Cool (NASDAQ:AWSM)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more Cool Charts.
Cool (NASDAQ:AWSM)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more Cool Charts.