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Ownership Document |
Schema Version: X0306 |
Document Type: 5 |
Period of Report: 12/31/19 |
Not Subject to Section 16: 0 |
Form 3 Holdings Reported: 0 |
Form 4 Transactions Reported: 0 |
Issuer: |
| Issuer CIK: 1357671 |
| Issuer Name: Jerrick Media Holdings, Inc. |
| Issuer Trading Symbol: JMDA |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1336989 |
| | Owner Name: Rosen Arthur |
| Reporting Owner Address: |
| | Owner Street 1: C/O JERRICK MEDIA HOLDINGS, INC. |
| | Owner Street 2: 2050 CENTER AVE, SUITE 640 |
| | Owner City: FORT LEE |
| | Owner State: NJ |
| | Owner ZIP Code: 07024 |
| | 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: Common Stock, $0.001 par value per share |
| | Transaction Date: |
| | | Value: 12/31/19 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 5 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 529,186 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 4.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,146,704 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, $0.001 par value per share |
| | Transaction Date: |
| | | Value: 12/31/19 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 5 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 3,800 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 4.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 132,074 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See footnote |
| Footnote ID: F2 |
Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Warrants to Purchase Common Stock |
| | Conversion or Exercise Price: |
| | | Value: 5.00 |
| | Transaction Date: |
| | | Value: 10/8/19 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 5 |
| | | Transaction Code: J |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 30,000 |
| Footnote ID: F3 |
| | | Transaction Price Per Share: |
| Value: 5.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Value: 10/8/19 |
| | Expiration Date: |
| | | Value: 10/8/24 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 30,000 |
| Footnote ID: F3 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 30,000 |
| Footnote ID: F3 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F3 |
Footnotes: |
| Footnote - F1: Reporting Person made an open market purchase of common stock. |
| Footnote - F2: Reporting Person is the Managing Member of Pearl Digital Opportunities Fund LLC. |
| Footnote - F3: On October 8, 2019, Reporting Person was issued a common stock purchase warrant to acquire 30,000 shares of common stock at $5.00 per share (the "Warrants") in consideration of providing an extension for a bridge loan previously made by Reporting Person to the Issuer. 10,000 of the Warrants are held directly by Reporting Person and 20,000 of the Warrants are held by minor children of the Reporting Person. |
Owner Signature: |
| Signature Name: /s/ Arthur Rosen |
| Signature Date: 2/14/20 |