FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
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B. Riley Financial, Inc. |
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2. Issuer Name and Ticker or Trading Symbol Lazydays Holdings, Inc. [LAZY]
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5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
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__X__ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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11100 SANTA MONICA BLVD, SUITE 800 |
3. Date of Earliest Transaction (Month/Day/Year) 09/22/2022 |
LOS ANGELES, CA 90025 |
4. If Amendment, Date Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 09/22/2022 |
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| 1,635 | A |
$12.7496 (4) | 813,142 | I | By B. Riley Securities, Inc. (1) (2) (3) |
Common Stock | 09/23/2022 |
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| 7,123 | A |
$12.75 | 820,265 | I | By B. Riley Securities, Inc. (1) (2) (3) |
Common Stock | 09/26/2022 |
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| 11,192 | A |
$12.7297 (5) | 831,457 | I | By B. Riley Securities, Inc. (1) (2) (3) |
Common Stock |
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| 247,663 | I | By B. Riley Principal Investments, LLC (1) (2) (3) |
Common Stock |
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| 698,791 | I | By BRF Investments, LLC (1) (2) (3) |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
| 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 control number. | SEC 1474 (9-02) |
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)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code (Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)
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6. Date Exercisable and Expiration Date (Month/Day/Year)
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7. Title and Amount of Underlying Securities (Instr. 3 and 4)
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8. Price of Derivative Security (Instr. 5)
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9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Reporting Owners
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
B. Riley Financial, Inc. 11100 SANTA MONICA BLVD SUITE 800 LOS ANGELES, CA 90025 |
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X
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B. Riley Securities, Inc. 11100 SANTA MONICA BLVD SUITE 800 LOS ANGELES, CA 90025 |
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X
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B. RILEY PRINCIPAL INVESTMENTS, LLC 11100 SANTA MONICA BLVD. SUITE 800 LOS ANGELES, CA 90025 |
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X
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BRF Investments, LLC 11100 SANTA MONICA BLVD. SUITE 800 LOS ANGELES, CA 90025 |
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X
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RILEY BRYANT R 11100 SANTA MONICA BLVD. SUITE 800 LOS ANGELES, CA 90025 |
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X
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Signatures
B. Riley Financial, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer | |
09/26/2022 |
**Signature of Reporting Person | Date |
B. Riley Securities, Inc. by: /s/ Andrew Moore, Chief Executive Officer | |
09/26/2022 |
**Signature of Reporting Person | Date |
B. Riley Principal Investments, LLC by: /s/ Kenneth Young, Chief Executive Officer | |
09/26/2022 |
**Signature of Reporting Person | Date |
BRF Investments, LLC., by: /s/ Phillip Ahn, Authorized Signatory | |
09/26/2022 |
**Signature of Reporting Person | Date |
/s/ Bryant R. Riley | |
09/26/2022 |
**Signature of Reporting Person | Date |
Explanation of Responses:
* | 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). |
(1) | This Form 4 is being filed jointly by B. Riley Financial, Inc., a Delaware corporation ("BRF"), B. Riley Securities, Inc., a Delaware corporation ("BRS"), B. Riley Principal Investments, LLC, a Delaware limited liability company ("BRPI"), BRF Investments, LLC, a Delaware corporation ("BRFI"), and Bryant R. Riley. |
(2) | BRF is the parent company of BRS, BRPI and BRFI. As a result, BRF may be deemed to indirectly beneficially own the shares held by BRS, BRPI and BRFI. |
(3) | Bryant R. Riley is the Co-Chief Executive Officer and Chairman of the Board of Directors of BRF. As a result, Bryant R. Riley may be deemed to indirectly beneficially own the shares held by BRS, BRPI and BRFI. Each of BRF, BRS, BRPI, BRFI and Bryant R. Riley disclaims beneficial ownership of the outstanding shares of Common Stock reported herein, except to the extent of its/his respective pecuniary interest therein. |
(4) | The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $12.745 to $12.75, inclusive. The Filing Persons reporting person undertakes to provide to the Commission, upon request, full information regarding the number of shares purchased at each separate price. |
(5) | The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $12.69 to $12.75, inclusive. The Filing Persons reporting person undertakes to provide to the Commission, upon request, full information regarding the number of shares purchased at each separate price. |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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