Statement of Changes in Beneficial Ownership (4)
December 20 2019 - 1:15PM
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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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
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Rosen Steven |
2. Issuer Name and Ticker or Trading Symbol
CRAWFORD UNITED Corp
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CRAWA
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
25101 CHAGRIN BOULEVARD, SUITE 350 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/18/2019 |
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(Street)
BEACHWOOD, OH 44122
(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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| Class B Common Shares | 12/18/2019 | | C | | 75000 | A | $1.43 | 170000 | I | See Footnote (1) |
| Class A Common Shares | 12/18/2019 | | C | | 251489 | A | $1.43 | 672407 | I | See Footnote (1) |
| Class A Common Shares | | | | | | | | 9000 | D | |
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 |
| Convertible Loan Agreement | $1.43 | 12/18/2019 | | C | | | 75000 | (2) | 12/31/2019 | Class B Common Shares | 75000 | $0.00 | 0 | I | See Footnote (1) |
| Convertible Loan Agreement | $1.43 | 12/18/2019 | | C | | | 251489 | (2) | 12/31/2019 | Class A Common Shares | 251489 | $0.00 | 0 | I | See Footnote (1) |
| Explanation of Responses: |
| (1) | The securities reported herein are owned directly by Roundball LLC, an Ohio limited liability company. The balance reflects a correction in the number of Class B Common Shares held by Roundball LLC from that reported in the Form 4 filed by the reporting person on December 13, 2019. For purposes of the Securities Exchange Act of 1934, the reporting person disclaims beneficial ownership of any securities, except of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or otherwise. |
| (2) | In 2011, the Crawford United Corporation issued a convertible note to Roundball LLC. In December 2018, the note was amended to provide Roundball LLC with the option to convert a portion of the outstanding indebtedness into Class B Common Shares at a price of $1.43 per share, up to a maximum amount of 75,000 Class B Common Shares, subject ot shareholder approval, which approval was obtained on May 10, 2019. On December 18, 2019, Roundball LLC, an Ohio limited liability company elected to convert all $466,879.88 of the amount outstanding under the convertiable note into 75,000 Class B Common Shares and 251,489 Class A Common Shares. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Rosen Steven
25101 CHAGRIN BOULEVARD
SUITE 350
BEACHWOOD, OH 44122 | X | X |
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Signatures
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| /s/ Steven Rosen, by Kelly J. Marek, his attorney-in-fact, pursuant to Power of Attorney dated December 11, 2019, on file with the Commission | | 12/20/2019 |
| **Signature of Reporting Person | Date |
Crawford United (PK) (USOTC:CRAWA)
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