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BKF Asset Holdings, Inc., et al. – ‘4’ for 3/6/20 re: Qualstar Corp.

On:  Tuesday, 3/10/20, at 8:01pm ET   ·   For:  3/6/20   ·   Accession #:  1104659-20-31518   ·   File #:  1-35810

Previous ‘4’:  ‘4’ on 9/24/19 for 9/20/19   ·   Latest ‘4’:  This Filing

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/10/20  BKF Asset Holdings, Inc.          4                      1:12K  Qualstar Corp.                    Toppan Merrill/FA
          BKF Capital Group Inc.
          Bronson Steven N

Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Statement of Changes in Beneficial Ownership of     HTML      3K 
                Securities by an Insider -- a4.xml/3.6


        

This ‘4’ Document is an XML Data File that may be rendered in various formats:

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 
 
SEC Info℠ rendering:  Statement of Changes in Beneficial Ownership of Securities by an Insider
 
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BRONSON STEVEN N
(Last)(First)(Middle)
1221 BRICKELL AVENUE, SUITE 900
(Street)
MIAMIFL33131
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
QUALSTAR CORP [ QBAK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below) Other (specify below)
COB, CEO, President
3. Date of Earliest Transaction (Month/Day/Year)
3/6/20
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction 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)
CodeVAmount(A) or (D)Price
Common Stock (1) 3/6/20 M 25,000A (2)39,617D
Common Stock (1) 708,286 (3)IBy BKF Asset Holdings, Inc.
Common Stock (1) 10,000IBy Mr. Bronson's spouse.
Common Stock (1) 708,286 (4)IBy BKF Capital Group, Inc.
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction 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 (Month/Day/Year)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: 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
Restricted Stock Units (2) 3/6/20 M 25,000 (5) (6) (5) (6)Common Stock25,000$025,000D
1. Name and Address of Reporting Person*
BRONSON STEVEN N
(Last)(First)(Middle)
1221 BRICKELL AVENUE, SUITE 900
(Street)
MIAMIFL33131
(City)(State)(Zip)
1. Name and Address of Reporting Person*
BKF CAPITAL GROUP INC
(Last)(First)(Middle)
1221 BRICKELL AVENUE, SUITE 900
(Street)
MIAMIFL33131
(City)(State)(Zip)
1. Name and Address of Reporting Person*
BKF Asset Holdings, Inc.
(Last)(First)(Middle)
1221 BRICKELL AVENUE, SUITE 900
(Street)
MIAMIFL33131
(City)(State)(Zip)
Explanation of Responses:
(1)  This Form 4 is filed jointly by BKF Capital Group, Inc. ("BKF Capital"), BKF Asset Holdings, Inc. ("BKF Holdings") and Steven N. Bronson (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the shares of common stock reported herein except to the extent of his or its pecuniary interest therein.
(2)  Each restricted stock unit represents a contingent right to one share of Qualstar Corporation common stock.
(3)  Represents shares of common stock owned directly by BKF Holdings. BKF Holdings is wholly owned by BKF Capital. Steven N. Bronson, as the Chairman, CEO and majority shareholder of BKF Capital and the CEO of BKF Holdings, may be deemed to be the beneficial owner of the shares of Qualstar Corporation held by BKF Holdings.
(4)  Represents shares of common stock owned indirectly by BKF Capital through BFK Holdings. Steven N. Bronson, as the Chairman, CEO and majority shareholder of BKF Capital, may be deemed to be the beneficial owner of the shares of Qualstar Corporation indirectly held by BKF Capital.
(5)  For each of the fiscal years ended December 31, 2019 and December 31, 2020, RSUs for 25,000 shares of the Company's Common Stock shall vest and become issuable subject to the Company's achievement of financial and performance objectives for the applicable fiscal year established by the Compensation Committee of the Company's Board of Directors. Whether recipient's RSUs for the applicable fiscal year become vested and issuable shall be determined solely in the discretion of the Compensation Committee, or if such committee does not then exist at the time of determination, the Company's Board of Directors (excluding Executive).
(6)  Subject to Sections 9.7(b) and 9.7(d) of that certain Employment Agreement entered into on April 13, 2019 by and between the Company and Steven N. Bronson, any such RSUs shall not be earned by or vest in recipient until the date such number, if any, is determined by the Compensation Committee. On March 6, 2020, the Company issued to Mr. Bronson 25,000 shares of the Company's Common Stock for the achievement of financial and performance objectives for the fiscal year ended December 31, 2019.
/s/ Steven N. Bronson 3/10/20
/s/ Steven N. Bronson, Chief Executive Officer of BKF Capital Group, Inc. 3/10/20
/s/ Steven N. Bronson, Chief Executive Officer of BKF Asset Holdings, Inc. 3/10/20
** 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 Number.
____________
Transaction Code:
    M    Exercise or conversion of derivative security exempted pursuant to Rule 16b-3.

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