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Filing Details

Accession Number:: 0000899243-22-031086
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-09-14 20:54:08
Reporting Period:: 2022-09-12

Accepted Time:: 2022-09-14 20:54:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1591890	Fg Financial Group Inc.	FGF	Photographic Equipment & Supplies (3861)	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
946454	Ballantyne Strong, Inc.	5960 Fairview Road, Suite 275 Charlotte NC 28210	No	No	Yes	No
1187586	H Joseph Moglia	C/O Fundamental Global Gp, Llc 108 Gateway Boulevard, Suite 204 Mooresville NC 28117	No	No	Yes	No
1619991	Kyle Cerminara	C/O Fundamental Global Gp, Llc 108 Gateway Boulevard, Suite 204 Mooresville NC 28117	Yes	No	Yes	No
1878780	Fundamental Global Gp, Llc	108 Gateway Blvd., Suite 204 Mooresville NC 28117	No	No	Yes	No
1946735	Fg Financial Holdings, Llc	108 Gateway Blvd., Suite 204 Mooresville NC 28117	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value	Acquisiton	2022-09-12	3,089	$17.19	12,062	No	4	P	Indirect	FG Financial Holdings, LLC
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value	Acquisiton	2022-09-12	1,491	$19.99	13,553	No	4	P	Indirect	FG Financial Holdings, LLC
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value	Acquisiton	2022-09-13	5,839	$19.70	19,392	No	4	P	Indirect	FG Financial Holdings, LLC
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value	Acquisiton	2022-09-13	8,819	$20.43	28,211	No	4	P	Indirect	FG Financial Holdings, LLC
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value	Acquisiton	2022-09-14	5,579	$21.33	33,790	No	4	P	Indirect	FG Financial Holdings, LLC
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value	Acquisiton	2022-09-14	2,675	$22.14	36,465	No	4	P	Indirect	FG Financial Holdings, LLC
Common Stock, Par Value $0.01 Per Share	Acquisiton	2022-09-12	64,280	$1.64	5,495,778	No	4	P	Indirect	FG Financial Holdings, LLC
Common Stock, Par Value $0.01 Per Share	Acquisiton	2022-09-13	33,557	$1.68	5,529,335	No	4	P	Indirect	FG Financial Holdings, LLC
Common Stock, Par Value $0.01 Per Share	Acquisiton	2022-09-14	86,320	$1.88	5,615,655	No	4	P	Indirect	FG Financial Holdings, LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC
No	4	P	Indirect	FG Financial Holdings, LLC

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
8.00% Cumulative Preferred Stock, Series A, $25.00 Par Value	8,973	Indirect	FG Financial Holdings, LLC
Common Stock, Par Value $0.01 Per Share	5,431,498	Indirect	FG Financial Holdings, LLC

Footnotes

These shares were previously reported as directly beneficially owned by Fundamental Activist Fund I, LP ("FAFI") and were contributed to FG Financial Holdings, LLC ("FGFH") on September 12, 2022.
Due to their positions with Fundamental Global GP, LLC ("FGGP") and affiliated entities, Messrs. Cerminara and Joseph H. Moglia may be deemed to be beneficial owners of the shares of Common Stock and the shares of Preferred Stock disclosed as directly owned by FGFH. Each Reporting Person disclaims beneficial ownership of the shares referred to herein except to the extent of his or its pecuniary interest therein.
The Reporting Persons beneficially own in the aggregate 36,465 shares of Preferred Stock. FGGP may be deemed to be a beneficial owner of the shares of Preferred Stock that are directly owned by FGFH. In addition, Mr. Cerminara owns 44 shares of Preferred Stock in a joint account with his spouse.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $16.79 to $17.48, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the U.S. Securities and Exchange Commission ("SEC"), upon request, full information regarding the number of shares of Preferred Stock purchased at each separate price within the range set forth above.
The prices reported in Column 4 are weighted average prices. 5,839 shares were purchased in multiple transactions at prices ranging from $19.095 to $20.00, inclusive. 8,819 shares were purchased in multiple transactions at prices ranging from $20.21 to $20.75, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the SEC, upon request, full information regarding the number of shares of Preferred Stock purchased at each separate price within the ranges set forth above.
The prices reported in Column 4 are weighted average prices. 5,579 shares were purchased in multiple transactions at prices ranging from $20.65 to $21.605, inclusive. 2,675 shares were purchased in multiple transactions at prices ranging from $21.79 to $22.42, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the SEC, upon request, full information regarding the number of shares of Preferred Stock purchased at each separate price within the ranges set forth above.
The Reporting Persons beneficially own in the aggregate 5,615,655 shares of Common Stock, which represent approximately 60.1% of the Company's outstanding shares of Common Stock. FGGP may be deemed to be a beneficial owner of the shares of Common Stock that are directly owned by FGFH. Mr. Cerminara holds 21,356 shares of Common Stock and restricted stock units representing the right to receive 56,930 shares of Common Stock upon vesting.
These shares were previously reported as directly beneficially owned by FAFI, FGI 1347 Holdings, LP ("FGIH") and Ballantyne Strong, Inc. ("BTN") and were contributed to FGFH between September 12 and 14, 2022.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.59 to $1.77, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the SEC, upon request, full information regarding the number of shares of Common Stock purchased at each separate price within the range set forth above.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.65 to $1.725, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the SEC, upon request, full information regarding the number of shares of Common Stock purchased at each separate price within the range set forth above.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.71 to $2.00, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the SEC, upon request, full information regarding the number of shares of Common Stock purchased at each separate price within the range set forth above.