Sec Form 4 Filing - SONY CORP @ Chicken Soup for the Soul Entertainment, Inc. - 2020-12-14

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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
SONY CORP
2. Issuer Name and Ticker or Trading Symbol
Chicken Soup for the Soul Entertainment, Inc. [ CSSE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1-7-1, KONAN, MINATO-KU
3. Date of Earliest Transaction (MM/DD/YY)
12/14/2020
(Street)
TOKYO, M0108-0075
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
Series A 9.75% Perpetual Preferred Stock 12/14/2020 J( 1 )( 2 ) 198,956 A $ 25 ( 1 ) ( 2 ) 198,956 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SONY CORP
1-7-1, KONAN
MINATO-KU
TOKYO, M0108-0075
X
Signatures
/s/ Hiroki Totoki By: Hiroki Totoki, Executive Deputy President and Chief Financial Officer 12/16/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the terms of the contribution agreement ("Contribution Agreement"), dated as of March 27, 2019, by and among Chicken Soup for the Soul Entertainment, Inc. (the "Issuer"), Crackle Plus, LLC, a Delaware limited liability company and wholly owned subsidiary of the Issuer ("Crackle Plus"), and CPE Holdings, Inc. ("CPEH"), a wholly-owned subsidiary of the Reporting Person, upon CPEH's written request during the six-month period following the first anniversary of the closing date, CPEH was entitled to reimbursement of its reasonable, documented third-party expenses incurred in connection with the transactions contemplated by the Contribution Agreement,(cont'd)
( 2 )up to a maximum of $5,000,000 (the "Crackle Reimbursement") payable (a) in cash by Crackle Plus, (b) upon the reasonable determination of Crackle Plus's board of managers that Crackle Plus does not have sufficient cash available to make such reimbursement payment, by the Issuer in shares of Issuer's Series A 9.75% Perpetual Preferred Stock ("Issuer Preferred Shares"), valued at a price per share of $25.00, or (c) upon election of CPEH, in any combination of cash and Issuer Preferred Shares valued at a price per share of $25.00. On December 14, 2020, Crackle Plus informed CPEH that it did not have sufficient cash available to satisfy the Crackle Reimbursement and, per the terms of the Contribution Agreement, the Issuer would satisfy the Crackle Reimbursement through issuance of Issuer Preferred Shares.
( 3 )The securities are held through CPEH, an indirect wholly-owned subsidiary of the Reporting Person.

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