Statement of Changes in Beneficial Ownership (4)
November 19 2020 - 5:07PM
Edgar (US Regulatory)
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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3235-0287
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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
*
Boris David |
2. Issuer Name and Ticker or Trading Symbol
Tattooed Chef, Inc.
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TTCF
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1615 SOUTH CONGRESS AVENUE, SUITE 103 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/15/2020 |
(Street)
DELRAY BEACH, FL 33445
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
Class B Common Stock | (1) | 10/15/2020 | | J (1) | | | 5000000 | (1) | (1) | Class A Common Stock | 5000000 | (1) | 0 | I | Forum Investors II LLC (2) |
Explanation of Responses: |
(1) | In connection with the closing of the business combination between Tattooed Chef, Inc. (formerly known as Forum Merger II Corporation or "Forum") and Myjojo, Inc., among other things, each share of Forum's Class B common stock converted into shares of Forum's Class A common stock on a one-for-one basis and subsequently, each share of Forum's Class A common stock was reclassified as a share of common stock of Tattooed Chef, Inc. Such shares were then distributed to the members of Forum Investors II LLC (the "Sponsor") on a pro rata basis for no consideration. |
(2) | Mr. Boris was a managing member of Forum Capital Management II LLC, the managing member of the Sponsor, and shared the voting and dispositive power of the securities held by the Sponsor. The Sponsor distributed its shares to its members, including the Boris Investment Trust. Mr. Boris is a beneficiary of this trust. The trustee of this trust has sole voting and/or investment power of the securities held by the trust. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Boris David 1615 SOUTH CONGRESS AVENUE, SUITE 103 DELRAY BEACH, FL 33445 | X |
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Signatures
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David Boris, by: /s/ Jared Coppotelli, Attorney-in-Fact | | 11/19/2020 |
**Signature of Reporting Person | Date |
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