Statement of Changes in Beneficial Ownership (4)
26 Mai 2020 - 11:26PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
*
KELLEHER THOMAS J /ADV |
2. Issuer Name and Ticker or Trading Symbol
B. Riley Financial, Inc.
[
RILY
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Co-CEO |
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(Last)
(First)
(Middle)
C/O B. RILEY FINANCIAL, INC., 21255 BURBANK BLVD, SUITE 400 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/21/2020 |
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(Street)
WOODLAND HILLS, CA 91367
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ 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. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. 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 | 5/21/2020 | | A | | 41482 (1) | A | $0.00 | 180103 | D | |
| Common Stock | 5/22/2020 | | F | | 8131 (2) | D | $18.54 | 171972 | D | |
| Common Stock | | | | | | | | 15100 | I | See note (3) |
| Common Stock | | | | | | | | 454748 | I | See note (4) |
| Common Stock | | | | | | | | 5600 | I | By wife (5) |
| Common Stock | | | | | | | | 1100 | I | By daughter (6) |
| Common Stock | | | | | | | | 1100 | I | By daughter (7) |
| Common Stock | | | | | | | | 1100 | I | By daughter (8) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Represents a restricted stock unit that settles in common stock of the Company and vests in three equal installments on May 24, 2021, May 24, 2022 and May 24, 2023. |
| (2) | Represents shares withheld by the Company and remitted on behalf of the Reporting Person for payment of taxes in connection with the vesting of shares from Restricted Stock Units granted on June 13, 2017, June 13, 2018 and May 24, 2019. |
| (3) | Held by self-directed IRA: Thomas John Kelleher IRA. |
| (4) | Held of record by Thomas J. Kelleher and M. Meighan Kelleher as Trustees for the Kelleher Family Trust. |
| (5) | Held with dispositive power for Mary Meighan Kelleher IRA. |
| (6) | Held with dispositive power for Lyndsey Kelleher. |
| (7) | Held of record by Thomas J. Kelleher as UTMA custodian for daughter Kaitlin Kelleher. |
| (8) | Held with dispositive power for Mackenna Kelleher. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
KELLEHER THOMAS J /ADV
C/O B. RILEY FINANCIAL, INC.
21255 BURBANK BLVD, SUITE 400
WOODLAND HILLS, CA 91367 | X |
| Co-CEO |
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Signatures
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| /s/ Thomas J. Kelleher | | 5/26/2020 |
| **Signature of Reporting Person | Date |
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