Sec Form 4 Filing - MIGLINO CHRISTOPHER @ SOCIAL REALITY, Inc. - 2015-12-28

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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
MIGLINO CHRISTOPHER
2. Issuer Name and Ticker or Trading Symbol
SOCIAL REALITY, Inc. [ SCRI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O 456 SEATON STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/28/2015
(Street)
LOS ANGELES, CA90013
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
Class A common stock ( 1 ) 12/28/2015 J 200,000 D 5,600,000 I See footnote ( 1 )
Class A common stock ( 2 ) 12/28/2015 J 100,000 D 5,500,000 I See footnote ( 2 )
Class A common stock ( 2 ) 12/28/2015 G 73,794 D 5,426,206 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
MIGLINO CHRISTOPHER
C/O 456 SEATON STREET
LOS ANGELES, CA90013
X X Chief Executive Officer
Signatures
/s/ Christopher Miglino 12/29/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represented shares of Social Reality, Inc.'s Class A common stock issued to Universal Curve LLC under the terms of the Share Acquisition and Exchange Agreement dated December 19, 2014 by and between Social Reality, Inc., Five Delta, Inc. and the stockholders of Five Delta, Inc. (the "Five Delta Agreement"). Under the terms of the Five Delta Agreement, these shares were deposited in escrow and were subject to forfeiture if certain post closing conditions, as set forth in the Five Delta Agreement, are not satisfied. While these shares were held in escrow, Mr. Miglino held voting power over such shares. On December 28, 2015, following the satisfaction of the post closing conditions, the shares were released from the escrow account.
( 2 )Represented shares of Social Reality, Inc.'s Class A common stock issued to Brock Pierce under the terms of the Five Delta Agreement. Under the terms of the Five Delta Agreement, these shares were deposited in escrow and were subject to forfeiture if certain post closing conditions, as set forth in the Five Delta Agreement, were not satisfied. While these shares were held in escrow, Mr. Miglino held voting power over such shares. On December 28, 2015, following the satisfaction of the post closing conditions, the shares were released from the escrow account.
( 3 )Represents shares of Social Reality, Inc.'s Class A common stock contributed as a charitable gift by Mr. Miglino. The market value of Social Reality's Class A common stock on the date of such gift was $107,001.30; however, Mr. Miglino did not receive any cash consideration for the gift of these shares.

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