SEC Info - Rodriguez Arturo - ‘3’ for 3/8/21 re: Aterian, Inc.

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Rodriguez Arturo

(Last)

(First)

(Middle)

C/O MOHAWK GROUP HOLDINGS, INC.

37 EAST 18TH STREET, 7TH FLOOR

(Street)

NEW YORK

10003

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
3/8/21

3. Issuer Name and Ticker or Trading Symbol
Mohawk Group Holdings, Inc. [ MWK ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	148,218 ⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽²⁾	9/15/28	Common Stock	22,742	6.79	D
Stock Option (Right to Buy)	⁽³⁾ ⁽⁴⁾	12/28/28	Common Stock	102,564	9.72	D

Explanation of Responses:

(1) Comprised of (i) 3,741 shares of common stock held directly, and (ii) 144,477 shares of restricted common stock granted pursuant to the Issuer's 2019 Equity Plan that are subject to vesting. 44,477 of the shares of restricted common stock shall vest on July 1, 2021 and 100,000 of the shares of restricted common stock shall vest on December 15, 2021.

(2) 1/4th of the shares subject to the option vested on September 18, 2018 and 1/48th of the number of shares subject to the option vest following each one month period thereafter, subject to the Reporting Person's continued service to the Issuer through each such vesting date.

(3) 1/3rd of the number of shares subject to the option vested on October 11, 2019 and 1/36th of the number of shares subject to the option shall vest following each one month period thereafter, subject to the Reporting Person's continued service to the Issuer through each such vesting date.

(4) All of the unvested shares subject to the option shall vest upon either: (i) the accumulation, by means of any transaction or series of related transactions, whether directly or indirectly, beneficially or of record, by any individual and/or entity of more than 50% of the outstanding shares of common stock of the Issuer, whether by merger, consolidation, sale or other transfer of shares of the Issuer's common stock, so long as the holders of the Issuer's common stock, immediately after such transaction or series of transactions, hold less than 50% of the common stock of the Issuer or the voting securities of the surviving or acquiring entity or (ii) a sale of all or substantially all of the assets of the Issuer, which may include a license transaction.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Arturo Rodriguez	3/18/21
	** 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 5 (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.

Rodriguez Arturo – ‘3’ for 3/8/21 re: Aterian, Inc.

On: Thursday, 3/18/21, at 7:55pm ET · For: 3/8/21 · Accession #: 899243-21-12664 · File #: 1-38937

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Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
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