BOULDERADO BOC, LP 4
4 · BOSTON OMAHA Corp · Filed Aug 15, 2018
Insider Transaction Report
Form 4
Boulderado Group, LLC
10% Owner
Transactions
- Other
Class A common stock, par value $0.001 per share
2018-08-13−253,282→ 4,746,622 total
Footnotes (7)
- [F1]Boulderado Partners, LLC (BP) made an in-kind distribution to certain limited partners of an aggregate of 253,282 shares of the Issuer's Commmon Stock.
- [F2]On August 13, 2018, Boulderado Partners, LLC (BP) distributed in-kind to certain of its limited partner investors 262,634 shares of the Issuer's Common Stock and 784 Class B Warrants of Issuer (which converted to Class A Warrants upon distribution). As a result of the distribution, (1) BP is no longer deemed a beneficial owner of such distributed shares and warrants and, accordingly, the number of shares (and warrants) reported by BP is reduced by 253,282 (see footnote 3) (with a corresponding decrease in the number of shares (and warrants) beneficially owned by Boulderado Capital, LLC (BC), as the managing member of BP, Boulderado Group, LLC (BG), as the investment manager of BP and Alex Rozek, as the managing member of BC and BG); (collectively the "Distributed Shares"); continued in Footnote 3.
- [F3]Certain limited partners of BP contributed a portion of the Distributed Shares to Boulderado BOC, LP, (BBOC), causing BBOC to increase its beneficial ownership by an additional 10,136 shares of Common Stock (with a corresponding increase in the number of shares beneficially owned by BG as the general partner and investment manager of BBOC and Alex B. Rozek as the managing member of BG.)
- [F4]This total includes 4,166,848 shares of Class A common stock, 527,780 shares of Class B common stock, and 51,994 Class B warrants. The Class B warrants can be exercised for Class B common stock, and all Class B common stock is convertible into shares of Class A common stock on a one-on-one basis under certain circumstances. Boulderado Partners, LLC may be deemed the beneficial owner of 1,236,324 shares of Common Stock that it holds. Alex B. Rozek may be deemed the beneficial owner of 281,278 shares of Common Stock held for a trust of which Mr. Rozek is the trustee and over which he has voting power. Boulderado BOC, LP may be deemed the beneficial owner of 3,229,020 shares of Common Stock that it holds.
- [F5]The reported shares are directly owned by the Boulderado Partners, LLC, (BP), Boulderado BOC, LP, (BBOC), and a trust of which Mr. Rozek is the trustee and over which he has voting power (the Trust). Boulderado Capital, LLC (BC) is the managing member of BP. Boulderado Group, LLC (BG) is the investment manager of BP. BG is the general partner and investment manager of BBOC. Alex B. Rozek is the managing member of BC and BG. BC, BG, and Mr. Rozek may each exercise voting and dispositive power over the Common Stock held by BP, BBOC, and the Trust, and, as a result, may be deemed to be indirect beneficial owners of shares of Common Stock held by BP, BBOC, and the Trust.
- [F6]BC, BG, and Mr. Rozek disclaim beneficial ownership except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes.
- [F7]Mr. Rozek serves as a director of the Issuer, and as the co-chief executive officer of the Issuer.