SEC Info - Janeway Dean - ‘4/A’ for 9/4/18 re: MamaMancini’s Holdings, Inc.

FORM 4

UNITED 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

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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^*

Janeway Dean

(Last)

(First)

(Middle)

2700 N. OCEAN DRIVE

APARTMENT 1901A

(Street)

SINGER ISLAND,

33401

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MamaMancini's Holdings, Inc. [ MMMB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
9/4/18

4. If Amendment, Date of Original Filed (Month/Day/Year)
11/14/18

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. 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	7/27/17		J ⁽¹⁾		886	A	$1.08	166,441	D
Common Stock	7/27/17		C ⁽²⁾		74,074	A	$0.675	240,518	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrant	$1	11/20/15		A		74,074		11/20/15	11/19/20	Common Stock	74,074	$1	74,074	D
Warrant	$1.5	11/20/15		J		33,333		11/20/15	11/19/20	Common Stock	33,333	$1	33,333	D
Stock Option	$0.8	9/4/18		A		25,000		⁽⁴⁾	9/3/23	Common Stock	25,000	$0.8	25,000	D
Stock Option	$1.05	6/28/17		A		25,000		⁽³⁾	6/27/22	Common Stock	25,000	$1.05	25,000	D

Explanation of Responses:

(1) Dividend issued on Series A Preferred Stock

(2) Automatic conversion of Series A Preferred Stock

(3) Exercisable 25% on 8/1/17, 11/1/17, 2/1/18 and 5/1/18, respectively

(4) Exercisable 25% on 11/1/18, 2/1/19, 5/1/19 and 8/1/19, respectively.

	/s/ Dean Janeway	11/19/18
	** 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 Number.

____________ Transaction Codes:
A	Grant, award or other acquisition pursuant to Rule 16b-3(d).
C	Conversion of derivative security.
J	Other acquisition or disposition.

Janeway Dean – ‘4/A’ for 9/4/18 re: MamaMancini’s Holdings, Inc.

On: Monday, 11/19/18, at 6:20am ET · For: 9/4/18 · Accession #: 1493152-18-16400 · File #: 0-54954

Previous ‘4’: ‘4’ on 11/14/18 for 9/4/18 · Next: ‘4’ on 8/5/20 for 7/31/20 · Latest: ‘4’ on 10/20/23 for 10/18/23

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

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

Janeway Dean – ‘4/A’ for 9/4/18 re: MamaMancini’s Holdings, Inc.

On: Monday, 11/19/18, at 6:20am ET · For: 9/4/18 · Accession #: 1493152-18-16400 · File #: 0-54954

Previous ‘4’: ‘4’ on 11/14/18 for 9/4/18 · Next: ‘4’ on 8/5/20 for 7/31/20 · Latest: ‘4’ on 10/20/23 for 10/18/23

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

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

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