Sec Form 4 Filing - ROSENTHAL SAUL B @ TICC Capital Corp. - 2017-12-20

Insider filing report for Changes in Beneficial Ownership
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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
ROSENTHAL SAUL B
2. Issuer Name and Ticker or Trading Symbol
TICC Capital Corp. [ TICC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and COO
(Last) (First) (Middle)
8 SOUND SHORE DRIVE, SUITE 255
3. Date of Earliest Transaction (MM/DD/YY)
12/20/2017
(Street)
GREENWICH, CT06830
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, $0.01 par value 12/20/2017 P 8,086 ( 1 ) A $ 5.8313 ( 2 ) 1,042,751 ( 4 ) D
Common stock, $0.01 par value 12/21/2017 P 6,736.5 ( 1 ) A $ 5.8391 ( 3 ) 1,049,487.5 ( 4 ) 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
ROSENTHAL SAUL B
8 SOUND SHORE DRIVE
SUITE 255
GREENWICH, CT06830
President and COO
Signatures
/S/ Bruce L. Rubin, attorney-in-fact 12/21/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares were purchased into a joint tenants in common account in which Mr. Rosenthal has a 50% pecuniary interest. The number of shares reported represents only Mr. Rosenthal's 50% pecuniary interest in such account. Jonathan H. Cohen, CEO and a director of the issuer, has a 50% pecuniary interest in such account.
( 2 )The price reported is a weighted average price. These shares were purchased in multiple transactions ranging from $5.79 to $5.85, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
( 3 )The price reported is a weighted average price. These shares were purchased in multiple transactions ranging from $5.82 to $5.85, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
( 4 )Includes 510 shares held by BDC Partners, LLC, which may be deemed to be beneficially owned by Mr. Rosenthal and Mr. Jonathan H. Cohen by virtue of their ownership interests therein.

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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