Sec Form 4 Filing - CHADHA PAR @ Exela Technologies, Inc. - 2021-09-14

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
CHADHA PAR
2. Issuer Name and Ticker or Trading Symbol
Exela Technologies, Inc. [ XELA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman
(Last) (First) (Middle)
8550 WEST DESERT INN ROAD,, SUITE 102-452
3. Date of Earliest Transaction (MM/DD/YY)
09/14/2021
(Street)
LAS VEGAS, NV89117
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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, par value $0.0001 per share (''Common Stock'') ( 5 ) 09/15/2021 S 100,000 D $ 2.06 ( 3 ) 4,112,939 ( 4 ) I See Footnotes ( 1 ) ( 2 )
Common Stock 50,047 ( 4 ) D
Common Stock ( 6 ) 104,083 ( 4 ) I See Footnotes ( 1 ) ( 2 )
Common Stock ( 7 ) 5,712,123 ( 4 ) I See Footnotes ( 1 ) ( 2 )
Common Stock ( 8 ) 960,633 ( 4 ) I See Footnotes ( 1 ) ( 2 )
Common Stock ( 9 ) 15,500 ( 4 ) I See Footnotes ( 1 ) ( 2 )
Table II - Derivative Securities Acqui red, 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
Performance Units ( 10 ) 09/14/2021 A 8,500,000 ( 11 ) ( 11 ) Common Stock 8,500,000 ( 10 ) 8,500,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CHADHA PAR
8550 WEST DESERT INN ROAD,
SUITE 102-452
LAS VEGAS, NV89117
X X Chairman
HOV Capital III LLC
8550 WEST DESERT INN ROAD,
SUITE 102-452
LAS VEGAS, NV89117
X X
Adesi 234 LLC
8550 WEST DESERT INN ROAD
SUITE 102-452
LAS VEGAS, NV89117
X X
hof 2 llc
8550 WEST DESERT INN ROAD
SUITE 102-452
LAS VEGAS, NV89117
X X
HOVS LLC
855 WEST DESERT INN ROAD
SUITE 102-452
LAS VEGAS, NV89117
X X
HOV Services Ltd
8550 WEST DESERT INN ROAD,
SUITE 102-452
LAS VEGAS, NV89117
X X
HandsOn Fund 4 I, LLC
8550 WEST DESERT INN ROAD,
SUITE 102-452
LAS VEGAS, NV89117
X X
HandsOn Global Management, LLC
8550 WEST DESERT INN ROAD
SUITE 102-452
LAS VEGAS, NV89117
X X
HandsOn 3, LLC
8550 WEST DESERT INN ROAD
SUITE 102-452
LAS VEGAS, NV89117
X X
Signatures
/s/ Par Chadha 09/16/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )HOVS LLC, a Delaware limited liability company ("HOVS"), HandsOn Fund 4 I, LLC, a Nevada limited liability company ("HOF 4"), and HOV Capital III, LLC, a Nevada limited liability company ("HOV 3") each directly own shares of Exela Technologies, Inc. (the "Issuer"). HOVS is a wholly-owned subsidiary of HOV Services Ltd., an Indian limited company ("HOV Services" and together with HandsOn Global Management, LLC, a Delaware limited liability company ("HGM"), HOVS, HOF 2 LLC, a Nevada limited liability company ("HOF 2"), HOF 4, HOV 3, and Adesi 234 LLC, a Nevada limited liability company ("Adesi"), the "HGM Group")).
( 2 )Adesi and HOF 2 LLC together own a majority of HOF 4. Adesi and HOF 2, own a majority of the equity interests of HOV 3. Mr. Par Chadha may be deemed to control HandsOn 3, LLC, a Nevada limited liability company ("HOF 3") and the HGM Group. The parties identified above and HGM may be deemed to beneficially own any shares of the Issuer owned by the entities in which they are beneficial owners. Each member of the HGM Group disclaims beneficial ownership of any shares of the Issuer owned by any other member of the HGM Group, except to the extent of its pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, the HGM Group may be deemed to be directors-by-deputization by virtue of the HGM Group's contractual right to designate directors to the board of directors of the Issuer. For purposes of the exemption under Rule 16b-3 promulgated under the Securities Exchange Act of 1934, as amended.
( 3 )On September 15, 2021, pursuant to a plan of disposition adopted by HOF 2 on March 26, 2021, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 (the "10b5-1 Plan"), HOF 2 sold 100,000 shares. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.
( 4 )The number of shares reported in this Form 4 account for the one-for-three Reverse Stock Split effected by the Issuer on January 25, 2021.
( 5 )Shares directly owned by HOF 2.
( 6 )Shares directly owned by HGM.
( 7 )Shares directly owned by HOVS.
( 8 )Shares directly owned by Adesi.
( 9 )Shares directly owned by HOF 3.
( 10 )Represents the economic equivalent of one share of Company common stock, which shall be settled in cash to Par Chadha; provided, that, following approval by the Company's shareholders of an increase to the number of shares authorized for issuance under the Company's stock incentive plan, the Performance Units may be settled in cash or in Common Stock.
( 11 )The vested Performance Units shall settle on a date selected by the Company within 30 days following the applicable vesting date. One half of the Performance Units shall vest on the first day prior to June 30, 2024 on which either the volume weighted average of the reported closing prices of the Common Stock ("VWAP") is $10 per share (as equitably adjusted) or greater on 60 consecutive trading days following the date of the grant or the VWAP is $10 per share (as equitably adjusted) or greater on 90 non-consecutive trading days in any period of one hundred and 180 days following the date of the grant. The second half of the Performance Units shall vest on the first day prior to June 30, 2025 on which either the VWAP is $20 per share (as equitably adjusted) or greater on 60 consecutive trading days following the date of the grant or the VWAP is $20 per share (as equitably adjusted) or greater on 90 non-consecutive trading days in any period of 180 days following the date of the grant

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.