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 *

MILLS RICHARD C
2. Issuer Name and Ticker or Trading Symbol

CREATIVE REALITIES, INC. [ CREX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
CHIEF EXECUTIVE OFFICER
(Last)          (First)          (Middle)

13100 MAGISTERIAL DRIVE, SUITE 100
3. Date of Earliest Transaction (MM/DD/YYYY)

3/22/2022
(Street)

LOUISVILLE, KY 40223
(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         702259 D 
 
Common Stock         87976 I By RFK Communications, LLC (1)

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (right to buy) (2)$2.53 3/22/2022  A   160000    3/22/2022 5/20/2030 Common Stock 160000 $0 160000 D 
 
Stock Options (right to buy) $1 6/15/2022  A   1000000     (3)6/15/2025 Common Stock 1000000 $0 1000000 D 
 

Explanation of Responses:
(1) The Reporting Person is a principal of RFK Communications, LLC and has voting and investment power for this entity.
(2) On June 1, 2020, the reporting person was granted an option to purchase 480,000 shares of common stock. The option vests in three equal annual installments based on certain performance criteria for each of the fiscal years ending December 31, 2020, 2021, and 2022. The performance criteria for 2021 have been met, resulting in vesting of the option as to 160,000 shares.
(3) The option becomes exercisable, if at all, based on price per share as follows: 50,000 shares vest at a share target price of $2.00; 100,000 shares vest at a share target price of $3.00; 150,000 shares vest at a share target price of $4.00; 200,000 shares vest at a share target price of $5.00; 250,000 shares vest at a share target price of $6.00; and 250,000 shares vest at the "Guaranteed Price." The "Guaranteed Price" has the meaning as defined in the Agreement and Plan of Merger by and among Reflect Systems, Inc., Creative Realities, Inc., CRI Acquisition Corporation and RSI Exit Corporation dated as of November 12, 2021 (the "Merger Agreement") (as filed with the SEC on Form 8-K dated November 12, 2021) and means (a) $6.40 per share, or (b) $7.20 per share if and only if certain customers set forth in the Merger Agreement collectively achieve over 85,000 billable devices online at any time on or before December 31, 2022.

Remarks:
Exhibit 24.1 Power of Attorney filed with Form 4 dated 9/18/2019 and incorporated herein by reference.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
MILLS RICHARD C
13100 MAGISTERIAL DRIVE, SUITE 100
LOUISVILLE, KY 40223
X
CHIEF EXECUTIVE OFFICER

Signatures
/s/ Will Logan, Attorney-in-Fact6/17/2022
**Signature of Reporting PersonDate


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.
Creative Realities (NASDAQ:CREX)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more Creative Realities Charts.
Creative Realities (NASDAQ:CREX)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more Creative Realities Charts.