Page 12 of 17 – SEC Filing
CUSIP No. 759525108 | 13D | Page 12 of 17 Pages |
On July 6, 2015, as
director compensation, Mr. Cerminara was granted stock options to purchase 5,000 shares of Common Stock at an exercise price of
$4.66 per share, which options became exercisable on June 7, 2016. On May 18, 2016, as director compensation, Messrs. Cerminara
and Johnson were each granted stock options to purchase 5,000 shares of Common Stock at an exercise price of $4.55 per share, which
options became exercisable on April 19, 2017. On June 15, 2017, as director compensation, Messrs. Cerminara and Johnson were each
granted 5,479 restricted stock units. Each restricted represents a contingent right to receive one share of Common Stock. The restricted
stock units vest in full 12 months after the grant date, subject to Messrs. Cerminara’s and Johnson’s continued service
as a director of the Company, as applicable, through such date.
Each percentage ownership
of shares of Common Stock set forth in this Statement is based on the 13,844,584 shares of Common Stock reported by the Company
as outstanding as of October 31, 2017 in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on
November 1, 2017.
Fundamental Global
Investors, LLC may be deemed to beneficially own the shares of Common Stock disclosed as directly owned by FGPM, FGHP, FGGM and
FAFI. FGI Funds Management, LLC, as the investment manager to FGPM, FGHP, FGGM and FAFI (as the relying advisor to Fundamental
Global Investors LLC), may be deemed to beneficially own the shares of Common Stock disclosed as directly owned by FGPM, FGHP,
FGGM and FAFI. As principals of FGI Funds Management, LLC, Messrs. Cerminara and Johnson may be deemed to beneficially own the
shares of Common Stock disclosed as directly owned by FGPM, FGHP, FGGM and FAFI. As principals of Fundamental Global Investors,
LLC, Messrs. Moglia, Cerminara and Johnson may be deemed to beneficially own the shares of Common Stock disclosed as directly owned
by FGPM, FGHP, FGGM and FAFI. Because Mr. Cerminara is the Chief Executive Officer and Chairman of the Board of Directors of BTN
and principal of Fundamental Global Investors, LLC, Mr. Cerminara and Fundamental Global Investors, LLC may be deemed to beneficially
own the shares of Common Stock disclosed as directly owned by BTN. Each of Messrs. Moglia, Cerminara and Johnson expressly disclaim
such beneficial ownership. Fundamental Global Investors, LLC expressly disclaims beneficial ownership of the shares of Common Stock
held by BTN.
(b) Each of FGPM, FGHP,
FGGM, FAFI and BTN beneficially owns, and has the shared power to direct the voting and disposition of, the shares of Common Stock
disclosed as beneficially owned by it in the applicable table set forth on the cover page to this Statement. Fundamental Global
Investors, LLC has the shared power to direct the voting and disposition of the shares of Common Stock held by FGPM, FGHP, FGGM
and FAFI. FGI Funds Management, LLC, as the investment manager of FGPM, FGHP, FGGM and FAFI (as the relying advisor to Fundamental
Global Investors LLC), has the shared power to direct the voting and disposition of the shares of Common Stock held by FGPM, FGHP,
FGGM and FAFI. Messrs. Cerminara and Johnson, as principals of FGI Funds Management, LLC, may be deemed to have the shared power
to direct the voting and disposition of the shares of Common Stock held by FGPM, FGHP, FGGM and FAFI. Messrs. Moglia, Cerminara
and Johnson, as principals of Fundamental Global Investors, LLC, may be deemed to have the shared power to direct the voting and
disposition of the shares of Common Stock held by FGPM, FGHP, FGGM and FAFI. Because Mr. Cerminara is the Chief Executive Officer
and Chairman of the Board of Directors of BTN and principal of Fundamental Global Investors, LLC, Mr. Cerminara and Fundamental
Global Investors, LLC may be deemed to have the shared power to direct the voting and disposition of the shares of Common Stock
held by BTN. Any individuals holding shares have the power to direct the voting and disposition of the respective shares of Common
Stock directly held by them.
CWA has the power
to direct the disposition of the shares of Common Stock held in its customer accounts while CWA’s customers retain the power
to direct the voting of the shares of Common Stock held in their respective accounts. CWA, in its role as investment advisor for
customer accounts, Fundamental Global Investors, LLC, as a 50% owner of CWA, and Messrs. Beynon, Cerminara, Ferguson and Johnson,
as managers of CWA, may each be deemed to beneficially own, and to have the shared power to direct the disposition of, the number
of shares of Common Stock held in the CWA’s customer accounts and disclosed as beneficially owned by CWA in the applicable
table set forth on the cover page to this Statement. Each of Fundamental Global Investors, LLC and Messrs. Beynon, Cerminara,
Ferguson and Johnson expressly disclaims such beneficial ownership.