FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security | 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 | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
B. Riley Financial, Inc. 11100 SANTA MONICA BOULEVARD SUITE 800 LOS ANGELES, CA90025 | X | |||
B. Riley Principal 150 Sponsor Co., LLC C/O B. RILEY PRINCIPAL 150 MERGER CORP. 299 PARK AVENUE, 21ST FLOOR NEW YORK, NY10171 | X | |||
B. RILEY PRINCIPAL INVESTMENTS, LLC 11100 SANTA MONICA BLVD SUITE 800 LOS ANGELES, CA90025 | X | |||
RILEY BRYANT R 11100 SANTA MONICA BLVD SUITE 800 LOS ANGELES, CA90025 | X |
/s/ Bryant R. Riley, the Co-Chief Executive Officer of B. Riley Financial, Inc. | 2022-07-26 |
**Signature of Reporting Person | Date |
/s/ Kenneth Young, Chief Executive Officer of B. Riley Principal Investments, LLC, the Managing Member of B. Riley Principal 150 Sponsor Co., LLC | 2022-07-26 |
**Signature of Reporting Person | Date |
/s/ Kenneth Young, Chief Executive Officer of B. Riley Principal Investments, LLC | 2022-07-26 |
**Signature of Reporting Person | Date |
/s/ Bryant R. Riley | 2022-07-26 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(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) | B. Riley Principal Investments, LLC ("BRPI") is the managing member of B. Riley Principal 150 Sponsor Co., LLC ("Sponsor") and is a wholly-owned subsidiary of B. Riley Financial, Inc. ("BRF"). BRPI and BRF have voting and dispositive power over the securities held by the Sponsor. As a result, BRF may be deemed to indirectly beneficially own the securities directly held by BRPI, and each of BRPI and BRF may be deemed to indirectly beneficially own the securities directly held by the Sponsor. |
(2) | 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 securities directly held by the Sponsor and BRPI. Each of BRF, the Sponsor, BRPI, and Bryant R. Riley disclaims beneficial ownership of any securities reported herein, except to the extent of its/his respective pecuniary interest therein, directly or indirectly. |
(3) | Represents a pro-rata distribution to the members of the Sponsor for no consideration. |
(4) | Includes an aggregate of 2,156,250 shares subject to forfeiture if the vesting conditions set forth in the Sponsor Support Agreement dated as of October 24, 2021 ("Sponsor Support Agreement") by and among BRPM, Legacy FaZe, and the Sponsor are not met. |
(5) | Represents shares held directly by Bryant R. Riley. |
(6) | The warrants will become exercisable 30 days after the completion of the Business Combination. The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation. |
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B. Riley Principal 150 Merger Corp. published this content on 26 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 July 2022 01:41:03 UTC.