Sec Form 4 Filing - KILKENNY STEPHANIE @ Eastside Distilling, Inc. - 2021-02-10

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
KILKENNY STEPHANIE
2. Issuer Name and Ticker or Trading Symbol
Eastside Distilling, Inc. [ EAST]
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)
C/O EASTSIDE DISTILLING, INC., 8911 NE MARX DRIVE, SUITE A2
3. Date of Earliest Transaction (MM/DD/YY)
02/10/2021
(Street)
PORTLAND,, OR97220
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 02/10/2021 A( 1 ) 830,868 A $ 0 ( 1 ) 830,868 I See footnote ( 1 )
Common Stock 04/19/2021 A( 2 ) 598,223 A $ 0 ( 2 ) 1,429,091 I See footnote ( 2 )
Common Stock 85,881 D
Common Stock 55,555 I See footnote ( 3 )
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
Restricted Stock Units ( 3 ) ( 4 ) 06/30/2021( 5 ) 06/30/2022 Common Stock $ 5,000 $ 5,000 D
Stock Option (right to buy) $ 1.23 07/30/2020 07/30/2030 Common Stock 5,000 5,000 D
Warrants $ 5.5 09/16/2019 09/16/2022 Common Stock 27,778 27,778 I See footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KILKENNY STEPHANIE
C/O EASTSIDE DISTILLING, INC.
8911 NE MARX DRIVE, SUITE A2
PORTLAND,, OR97220
X X
Signatures
/s/Stephanie Kilkenny 09/14/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 10, 2021, the Issuer issued 830,868 shares of common stock to TQLA, LLC, which the Reporting Person, together with her spouse, owns and controls, pursuant to that certain Asset Purchase Agreement dated September 12, 2019 by and between the Issuer and Intersect Beverage, LLC, a California limited liability company ("Intersect"). The inclusion of these securities in this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 2 )On April 19, 2021, the Issuer issued 598,223 shares of common stock to TQLA, LLC, which the Reporting Person, together with her spouse, owns and controls, pursuant to that certain Asset Purchase Agreement dated September 12, 2019 by and between the Issuer and Intersect. The inclusion of these securities in this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 3 )These securities are held directly by Patrick J. Kilkenny, Trustee of the Patrick J. Kilkenny Revocable Trust. Mr. Kilkenny is the spouse of the Reporting Person. The inclusion of these securities in this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 4 )On July 30, 2020, the Reporting Person was awarded $20,000 of RSUs, which vest in four quarterly installments beginning on September 30, 2020 and continuing thereafter on the last day of each quarter through and including June 30, 2021, subject to continued service with the Issuer on each respective vesting date. Although the last installment of this RSU has vested, the Issuer has not yet issued the shares of common stock underlying this RSU.
( 5 )Awarded pursuant to the Issuer's 2016 Equity Incentive Plan (the "Plan"). Each RSU represents the right to receive shares of common stock upon settlement for no consideration.

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