Sec Form 4 Filing - Seldin David @ Nuburu, Inc. - 2023-08-07

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Seldin David
2. Issuer Name and Ticker or Trading Symbol
Nuburu, Inc. [ BURU]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
12610 RACE TRACK ROAD, SUITE 250
3. Date of Earliest Transaction (MM/DD/YY)
08/07/2023
(Street)
TAMPA, FL33626
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/07/2023 S 8,281 ( 1 ) D $ 0.7104 ( 2 ) 10,109,958 D
Common Stock 08/07/2023 S 3,291 ( 3 ) D $ 0.7104 ( 2 ) 4,017,469 D
Common Stock 08/07/2023 S 1,514 ( 4 ) D $ 0.7104 ( 2 ) 1,847,823 D
Common Stock 08/07/2023 S 1,244 ( 5 ) D $ 0.7104 ( 2 ) 1,518,374 D
Common Stock 08/07/2023 S 411 ( 6 ) D $ 0.7104 ( 2 ) 502,260 D
Common Stock 08/07/2023 S 146 ( 7 ) D $ 0.7104 ( 2 ) 177,690 D
Common Stock 08/07/2023 S 84 ( 8 ) D $ 0.7104 ( 2 ) 102,920 D
Common Stock 08/07/2023 S 20 ( 9 ) D $ 0.7104 ( 2 ) 24,240 D
Common Stock 08/07/2023 S 10 ( 10 ) D $ 0.7104 ( 2 ) 12,120 D
Common Stock 08/08/2023 S 4,444,324 ( 1 ) D $ 1.0874 ( 11 ) 5,665,634 D
Common Stock 08/08/2023 S 1,766,048 ( 3 ) D $ 1.0874 ( 11 ) 2,251,421 D
Common Stock 08/08/2023 S 812,289 ( 4 ) D $ 1.0874 ( 11 ) 1,035,534 D
Common Stock 08/08/2023 S 667,465 ( 5 ) D $ 1.0874 ( 11 ) 850,909 D
Common Stock 08/08/2023 S 220,790 ( 6 ) D $ 1.0874 ( 11 ) 281,470 D
Common Stock 08/08/2023 S 78,111 ( 7 ) D $ 1.0874 ( 11 ) 99,579 D
Common Stock 08/08/2023 S 45,243 ( 8 ) D $ 1.0874 ( 11 ) 57,677 D
Common Stock 08/08/2023 S 10,655 ( 9 ) D $ 1.0874 ( 11 ) 13,585 D
Common Stock 08/08/2023 S 5,328 ( 10 ) D $ 1.0874 ( 11 ) 6,792 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Seldin David
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Anzu Nuburu LLC
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Anzu Nuburu II LLC
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Anzu Nuburu III LLC
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Anzu Nuburu V LLC
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Anzu Partners LLC
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
David & Jennifer Michael Family Ltd Partnership
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
CST Global LLC
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Haring-Smith Whitney
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Herman Debrah
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL33626
X
Signatures
/s/ Debrah Herman, attorney-in-fact for each of the Reporting Persons 08/09/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are owned directly by Anzu Nuburu V LLC, which may be deemed a member of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") with each of the other Reporting Persons and Daniel Hirsch.
( 2 )The shares were sold in multiple transactions at prices ranging from $0.7095 to $0.7127, inclusive. This amount represents the weighted average sale price of such transactions. The Reporting Persons undertake to provide full information regarding the number of shares sold at each separate price upon request of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
( 3 )These securities are owned directly by Anzu Nuburu LLC, which may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 4 )These securities are owned directly by Anzu Nuburu II LLC, which may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 5 )These securities are owned directly by Anzu Nuburu III LLC, which may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 6 )These securities are owned directly by David Seldin, who may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 7 )These securities are owned directly by Anzu Partners LLC, which may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 8 )These securities are owned directly by David & Jennifer Michael Family Ltd Partnership, which may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 9 )These securities are owned directly by CST Global LLC, which may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 10 )These securities are owned directly by Whitney Haring-Smith, who may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch.
( 11 )The shares were sold in multiple transactions at prices ranging from $0.68 to $2.14, inclusive. This amount represents the weighted average sale price of such transactions. The Reporting Persons undertake to provide full information regarding the number of shares sold at each separate price upon request of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

Remarks:
The Reporting Persons may be deemed members of a "group" for purposes of Section 13(d) of the Exchange Act with each of the other Reporting Persons and Mr. Hirsch. Mr. Seldin and Mr. Haring-Smith are managing partners of Anzu Partners LLC and share voting and dispositive power with respect to the securities held directly by Anzu Partners LLC. Mr. Seldin and Ms. Herman are managers of each of Anzu Nuburu LLC, Anzu Nuburu II LLC, Anzu Nuburu III LLC and Anzu Nuburu V LLC (collectively, the "Anzu SPVs") and share voting and dispositive power with respect to the securities held directly by the Anzu SPVs. Mr. Hirsch is a director of the Issuer. Each of the Reporting Persons may be deemed a director by deputization of the Issuer. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, or are subject to Section 16 of the Exchange Act, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.