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Ownership Document
|
| Schema Version: X0306 |
| Document Type: 4 |
| Period of Report: 9/15/21 |
| Not Subject to Section 16: 1 |
| Issuer: |
| Issuer CIK: 1691936 |
| Issuer Name: STRYVE FOODS, INC. |
| Issuer Trading Symbol: SNAX |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1590144 |
| | Owner Name: PURA VIDA INVESTMENTS, LLC |
| Reporting Owner Address: |
| | Owner Street 1: 888 7TH AVENUE, 6TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10106 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1789193 |
| | Owner Name: Kamen Efrem |
| Reporting Owner Address: |
| | Owner Street 1: C/O PURA VIDA INVESTMENTS, LLC |
| | Owner Street 2: 888 7TH AVENUE, 6TH FLOOR |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10106 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 9/15/21 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | | Footnote ID: F3 |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 800,000 |
| | | Transaction Price Per Share: |
| Footnote ID: F3 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| Footnote ID: F3 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 450,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See footnote |
| Footnote ID: F1 |
| Footnote ID: F6 |
| Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Prepaid Common Stock Purchase Warrant (right to buy) |
| | Conversion or Exercise Price: |
| | | Footnote ID: F5 |
| | Transaction Date: |
| | | Value: 9/15/21 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | | Footnote ID: F3 |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 800,000 |
| | | Transaction Price Per Share: |
| Footnote ID: F3 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F4 |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Footnote ID: F5 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 800,000 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 800,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See footnote |
| Footnote ID: F2 |
| Footnote ID: F6 |
| Footnotes: |
| Footnote - F1: The shares of the Issuer's Class A Common Stock (the "Common Stock") reported herein were directly owned by certain private investment vehicles and accounts managed or sub-advised by Pura Vida Investments, LLC ("Pura Vida" and such private investment vehicles and accounts, the "Advisory Clients"). |
| Footnote - F2: The Prepaid Common Stock Purchase Warrants (the "Prepaid Warrants") reported herein are directly owned by the Advisory Clients. |
| Footnote - F3: On September 15, 2021 (the "Effective Date"), the Issuer, Pura Vida and the Advisory Clients entered into that certain Share Purchase Agreement, pursuant to which the parties effected as of the Effective Date a simultaneous exchange of an aggregate of 800,000 shares of Common Stock held by the Advisory Clients for the Prepaid Warrants of the Issuer to purchase an aggregate of 800,000 shares of Common Stock. |
| Footnote - F4: The terms of each Prepaid Warrant provide that the holder of such Prepaid Warrant does not have the right to exercise, and the Issuer shall not effect any exercise of, any portion of such Prepaid Warrant to the extent that, after giving effect to the issuance of Common Stock after such exercise, the holder (together with such holder's affiliates, and any persons acting as a group together with such holder or affiliates) would beneficially own in excess of 9.99% of the shares of the Common Stock then issued and outstanding, which percentage may be changed at the holder's election upon 61 days' notice to the Issuer (the "Beneficial Ownership Limitation"). |
| Footnote - F5: Subject to the Beneficial Ownership Limitation, each Prepaid Warrant may be exercised at the option of the holder for no additional consideration. The Prepaid Warrants have no expiration date. |
| Footnote - F6: The reported securities may be deemed beneficially owned by Pura Vida as investment manager or sub-adviser of the Advisory Clients. The reported securities may also be deemed beneficially owned by Efrem Kamen as the principal of Pura Vida. Each of Pura Vida and Mr. Kamen (the "Reporting Persons") disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. This report shall not be deemed an admission that such Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| Owner Signature: |
| Signature Name: /s/ Efrem Kamen, Managing Member of Pura Vida Investments, LLC |
| Signature Date: 9/17/21 |
| Owner Signature: |
| Signature Name: /s/ Efrem Kamen |
| Signature Date: 9/17/21 |
