Sec Form 4 Filing - JONAS HOWARD S @ Zedge, Inc. - 2021-11-02

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
JONAS HOWARD S
2. Issuer Name and Ticker or Trading Symbol
Zedge, Inc. [ ZDGE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ZEDGE, INC., 1178 BROADWAY, SUITE 1450, 3RD FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
11/02/2021
(Street)
NEW YORK, NY10001
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 B Common Stock, par value $.01 per share 11/02/2021 G( 1 ) V 9,610 D $ 0 28,713 I By HSJ 2020 IDW-Zedge Annuity Trust
Class B Common Stock, par value $.01 per share 11/02/2021 G( 1 ) V 9,610 A $ 0 20,229( 2 ) D
Class B Common Stock, par value $.01 per share 11/02/2021 G( 3 ) V 32,780 D $ 0 2,397 I By HSJ 2019 Zedge Annuity Trust
Class B Common Stock, par value $.01 per share 11/02/2021 G( 3 ) V 32,780 A $ 0 32,780 I By HSJ 2019 Remainder Trust
Class B Common Stock, par value $.01 per share 12,217 I By HSJ 2020 Zedge Annuity Trust
Class B Common Stock, par value $.01 per share 65,880 I By The Jonas Foundation
Class B Common Stock, par value $.01 per share 518 I By D aughter (Miriam)
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
JONAS HOWARD S
C/O ZEDGE, INC.
1178 BROADWAY, SUITE 1450, 3RD FLOOR
NEW YORK, NY10001
X
Signatures
Joyce J. Mason, by Power of Attorney 11/16/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were transferred from the HSJ 2020 IDW-Zedge Annuity Trust to the Reporting Person's direct holdings in satisfaction of the HSJ 2020 IDW-Zedge Annuity Trust's annual annuity obligation.
( 2 )Includes 10,619 fully vested restricted shares.
( 3 )These shares were transferred from the HSJ 2019 Zedge Annuity Trust to the HSJ 2019 Remainder Trust.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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