SEC Info - de Oliveira Rodrigo - ‘4’ for 8/31/21 re: KushCo 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

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^*

de Oliveira Rodrigo

(Last)

(First)

(Middle)

C/O KUSHCO HOLDINGS, INC., 6261

KATELLA AVENUE, SUITE 250

(Street)

CYPRESS,

90630

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KushCo Holdings, Inc. [ KSHB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
8/31/21

4. 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 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	8/31/21		D		329,731	D	⁽¹⁾	0	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)
Option to Purchase	$1.33	8/31/21		D			41,667	⁽²⁾	3/20/31	Common Stock	41,667	⁽²⁾	0	D
Option to Purchase	$0.63	8/31/21		D			500,000	⁽³⁾	4/22/30	Common Stock	500,000	⁽³⁾	0	D
Option to Purchase	$0.63	8/31/21		D			30,000	⁽⁴⁾	4/22/30	Common Stock	30,000	⁽⁴⁾	0	D
Option to Purchase	$0.63	8/31/21		D			68,750	⁽⁵⁾	4/22/30	Common Stock	68,750	⁽⁵⁾	0	D
Option to Purchase	$0.63	8/31/21		D			168,750	⁽⁶⁾	4/22/30	Common Stock	168,750	⁽⁶⁾	0	D
Option to Purchase	$0.58	8/31/21		D			57,143	⁽⁷⁾	2/22/29	Common Stock	57,143	⁽⁷⁾	0	D
Option to Purchase	$0.58	8/31/21		D			142,858	⁽⁸⁾	7/2/28	Common Stock	142,858	⁽⁸⁾	0	D
Option to Purchase	$0.58	8/31/21		D			142,858	⁽⁹⁾	4/20/28	Common Stock	142,858	⁽⁹⁾	0	D

Explanation of Responses:

(1) Disposed of pursuant to merger agreement between issuer and Greenlane Holdings, Inc. in exchange for 99,446 shares of Greenlane Holdings, Inc. common stock having a market value of $2.61 per share on the effective date of the merger. This number includes 102,653 restricted stock units that accelerated and vested in full prior to the merger.

(2) This option, which was fully vested, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 12,566 shares of Greenlane Holdings, Inc. common stock for $4.41 per share.

(3) This option, which was fully vested, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 150,800 shares of Greenlane Holdings, Inc. common stock for $2.09 per share.

(4) This option, which vested in full in connection with the merger, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 9,048 shares of Greenlane Holdings, Inc. common stock for $2.09 per share.

(5) This option, which vested in full in connection with the merger, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 20,735 shares of Greenlane Holdings, Inc. common stock for $2.09 per share.

(6) This option, which vested in full in connection with the merger, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 50,895 shares of Greenlane Holdings, Inc. common stock for $2.09 per share.

(7) This option, which was fully vested, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 17,234 shares of Greenlane Holdings, Inc. common stock for $1.93 per share.

(8) This option, which vested in full in connection with the merger, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 43,085 shares of Greenlane Holdings, Inc. common stock for $1.93 per share.

(9) This option, which vested in full in connection with the merger, was assumed by Greenlane Holdings, Inc. in the merger and replaced with an option to purchase 43,085 shares of Greenlane Holdings, Inc. common stock for $1.93 per share.

	/s/ Stephen Christoffersen, as attorney-in-fact	9/1/21
	** 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 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:
D	Disposition to the Issuer of Issuer equity securities pursuant to Rule 16b-3(e).

de Oliveira Rodrigo – ‘4’ for 8/31/21 re: KushCo Holdings, Inc.

On: Wednesday, 9/1/21, at 5:28pm ET · For: 8/31/21 · Accession #: 1104659-21-112119 · File #: 0-55418

Previous ‘4’: ‘4’ on 3/24/21 for 3/22/21 · Next: ‘4’ on 9/2/21 for 8/31/21 · Latest: ‘4’ on / for 3/10/22

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

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

de Oliveira Rodrigo – ‘4’ for 8/31/21 re: KushCo Holdings, Inc.

On: Wednesday, 9/1/21, at 5:28pm ET · For: 8/31/21 · Accession #: 1104659-21-112119 · File #: 0-55418

Previous ‘4’: ‘4’ on 3/24/21 for 3/22/21 · Next: ‘4’ on 9/2/21 for 8/31/21 · Latest: ‘4’ on / for 3/10/22

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

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

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