Statement of Changes in Beneficial Ownership (4)
July 27 2018 - 12:01PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Meenavalli Venkata
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2. Issuer Name
and
Ticker or Trading Symbol
Longfin Corp
[
LFIN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President, CEO and Chairman
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(Last)
(First)
(Middle)
FLAT NO:1338,DAMAS TOWER, (BURJ 2000 BUILDING)ROLLA, SHARJAH, UAE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/20/2017
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(Street)
SHARJAH, C0
(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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Class A Common Stock
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10000000
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D
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Class B Common Stock
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30000000
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D
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Class A Common Stock
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4752000
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I
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See footnote
(1)
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Class A Common Stock
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12/20/2017
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P
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2097970
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A
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(2)
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2097970
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I
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See footnote
(3)
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Class A Common Stock
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7/23/2018
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S
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1237869
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D
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(4)
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860000
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I
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See footnote
(3)
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Class A Common Stock
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7/26/2018
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S
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754484
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D
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(5)
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105515
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I
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See footnote
(3)
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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Shares are owned by Stampede Capital Limited. Previously, , Mr. Meenavalli had the ability to influence the voting and disposition of the Common Stock held or controlled by Stampede. However, on July 25, 2018, the Management of Stampede Capital Limited gave voting and dispositive power over the shares owned by Stampeded to its Executive Director, Mr. Emmanuel Dasi. Mr. Meenavalli by virtue of his ownership of 17.28% of the outstanding interest in Stampede Capital Ltd,, has a pecuniary interest in 4,752,000 Shares of Class A Common stock owned of record by Stampede.
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(2)
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On December 20, 2017, Urban Storage And Realty Pte Ltd, formerly known as Meridian Enterprises Pte. Ltd. ("Urban Storage") received 2,150,000 shares of Class A Common Stock in exchange for its interest in the website www. Ziddu.com. By virtue of his then ownership of 97.58% of the outstanding interests in Urban Storage, Mr. Meenavalli had a pecuniary interest in 2,097,970 shares of Class A Common Stock owned of record by Urban Storage.
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(3)
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Shares are owned by Urban Storage.
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(4)
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On July 23, 2018, Mr. Meenavalli sold an approximately 57.58 % interest in Urban Storage to a third party in exchange for approximately $3,666,106, resulting in his owning an approximately 40% interest in Urban Storage. Therefore, Mr. Meenavalli had a pecuniary interest in approximately 860,000 shares of Class A Common Stock owned of record by Urban Storage.
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(5)
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On July 25, 2018, Mr. Meenavalli sold an approximately 35.09 % interest in Urban Storage to a third party in exchange for approximately $2,234,502, resulting in his owning an approximately 4.91% interest in Urban Storage. Therefore, Mr. Meenavalli has now a pecuniary interest in approximately 105,515 shares of Class A Common Stock owned of record by Urban Storage.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Meenavalli Venkata
FLAT NO:1338,DAMAS TOWER
(BURJ 2000 BUILDING)ROLLA, SHARJAH, UAE
SHARJAH, C0
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X
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X
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President, CEO and Chairman
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Signatures
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/s/ Venkata S Meenavalli
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7/27/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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