Sec Form 4 Filing - HRG GROUP, INC. @ NZCH Corp - 2017-12-21

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

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1. Name and Address of Reporting Person HRG GROUP, INC. 2. Issuer Name and Ticker or Trading Symbol NZCH Corp [ ZPCM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) X __ Other (specify below) *See Remarks (Last) (First) (Middle) 450 PARK AVENUE, 29TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/21/2017 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 12/21/2017 D 230,905 ( 1 ) D $ 0.01 ( 1 ) 49,500,000 D ( 1 )

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 HRG GROUP, INC. 450 PARK AVENUE 29TH FLOOR NEW YORK, NY10022 X *See Remarks Signatures HRG Group, Inc. By: /s/ George Nicholson, SVP, Chief Accounting Officer & Chief Financial Officer 12/22/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents the repurchase by the Issuer of 230,905 shares of common stock, par value $0.001 per share, of the Issuer from HRG Group, Inc. ("HRG") on December 21, 2017 at a purchase price of $0.01 per share for an aggregate purchase price of $2,309.05.

Remarks: Messrs. Joseph Steinberg, George Nicholson and John McKeown serve on the board of directors of the Issuer. Mr. Steinberg is the Chief Executive Officer of HRG, Mr. Nicholson is Senior Vice President, Chief Accounting Officer & Chief Financial Officer of HRG and Mr. McKeown is Treasurer and Senior Vice President, Financial Planning and Analysis of HRG. As a result, HRG may be deemed to be a director of the Issuer by deputization.

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).

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