Sec Form 4 Filing - LoRicco Ronald Joseph Sr. @ BASANITE, INC. - 2021-05-12

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
LoRicco Ronald Joseph Sr.
2. Issuer Name and Ticker or Trading Symbol
BASANITE, INC. [ BASA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
216 CROWN STREET, SUITE 502
3. Date of Earliest Transaction (MM/DD/YY)
05/12/2021
(Street)
NEW HAVEN, CT06510
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 31,646,367 I See footnote ( 1 )
Common Stock 4,397,269 I See footnote ( 2 )
Common Stock 05/17/2021 P( 3 ) 2,475,003 A $ 0.1212 2,475,003 I See footnote ( 4 )
Common Stock 1,566,667 I See footnote ( 5 )
Common Stock 1,566,667 I See footnote ( 6 )
Common Stock 05/17/2021 P( 7 ) 4,125,004 A $ 0.1212 4,625,004 I See footnote ( 8 )
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
Convertible Promissory Note ( 9 ) 05/12/2021 J( 9 ) 05/12/2021 ( 9 ) Common Stock ( 9 ) $ 1,267,310 0 I See footnote ( 11 )
Warrant $ 0.35 05/12/2021 J( 10 ) 5,625,000 05/12/2021 ( 12 ) Common Stock 5,625,000 $ 0 ( 10 ) 5,625,000 I See footnote ( 11 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LoRicco Ronald Joseph Sr.
216 CROWN STREET
SUITE 502
NEW HAVEN, CT06510
X X
Signatures
/s/ Ronald J. LoRicco Sr. 05/21/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )All of these shares are held in the name of RVRM Holdings LLC, which is controlled by Richard LoRicco, Jr., the Reporting Person's brother.
( 2 )All of these shares are held in the name of First New Haven Mortgage Company, which is controlled by Report Person and Richard LoRicco, Jr., the Reporting Person's brother.
( 3 )These shares were purchased in a private transaction by the Reporting Person from a stockholder of the Issuer and will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.
( 4 )All of these shares are held by the LoRicco Family Trust Per Article 11 of the Richard and Lucille LoRicco Living Trust DTD 06/03/2010 (the "2010 Trust") Richard A. LoRicco Sr. and Lucille M. LoRicco were the parents of the Reporting Person and the 2010 Trust is maintained by an independent trustee. The Reporting Person disclaims beneficial ownership of the shares held by the 2010 Trust, except to the extent, if any, of his pecuniary interest therein.
( 5 )All of these shares are held in the name of ARGJ, LLC ("ARGJ"). The Reporting Person's brother, Richard LoRicco, Jr., is the manager of ARGJ. The Reporting Person is neither a manager nor a member of ARGJ. The Reporting Person disclaims beneficial ownership of all of the securities that are beneficially owned by ARGJ, except to the extent, if any, of his pecuniary interest therein.
( 6 )All of these shares are held in the name of RJC3, LLC ("RJC3"). The Reporting Person's brother, Richard LoRicco, Jr., is the manager of RJC3. The Reporting Person is neither a manager nor a member of RJC3. The Reporting Person disclaims beneficial ownership of all of the securities that are beneficially owned by RJC3, except to the extent, if any, of his pecuniary interest therein.
( 7 )These shares were purchased in a private transaction by the Reporting Person from a stockholder of the Issuer and will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.
( 8 )All of these shares are held in the name of LoRi Co., which is controlled by the Reporting Person and Richard LoRicco, Jr., the Reporting Person's brother.
( 9 )This second amended and rested convertible promissory note bears a per annum interest rate of 20%, has a maturity date of February 12, 2022 and may be converted at the option of the Reporting Person at a per share conversion price equal to the per shares cash price paid by any third party investors with total proceeds to the Issuer of not less $500,000 while amounts remain outstanding under the convertible promissory note (the "Note").
( 10 )This common stock warrant (the "Warrant") was issued in connection with the Note described in footnote 6 above.
( 11 )The Note and the Warrant are held by The Richard A. LoRicco Sr. and Lucille M. LoRicco Irrevocable Insurance Trust DTD 4/28/95, Camille Murphy as Trustee (the "1995 Trust") Richard A. LoRicco Sr. and Lucille M. LoRicco were the parents of the Reporting Person and the 1995 Trust is maintained by an independent trustee. The Reporting Person disclaims beneficial ownership of the Notes and the Warrants held by the 1995 Trust, except to the extent, if any, of his pecuniary interest therein.
( 12 )None.

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