Sec Form 4 Filing - Pivotal Spac Funding LLC @ Pivotal Acquisition Corp - 2019-12-19

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 Pivotal Spac Funding LLC 2. Issuer Name and Ticker or Trading Symbol Pivotal Acquisition Corp [ KLDI] 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) C/O GRAUBARD MILLER, 405 LEXINGTON AVE, 11TH FL 3. Date of Earliest Transaction (MM/DD/YY) 12/19/2019 (Street) NEW YORK, NY10174 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 12/19/2019 C 5,070,608 A 5,070,608 I By Pivotal Acquisition Holdings LLC ( 5 )

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 Class B common stock ( 1 ) 12/19/2019 D 479,392 ( 1 ) ( 1 ) Common Stock 479,392 ( 2 ) 5,320,608 I By Pivotal Acquisition Holdings LLC ( 5 ) Class B common stock ( 1 ) 12/19/2019 C 5,070,608 ( 1 ) ( 1 ) Common Stock 5,070,608 ( 1 ) 0 I By Pivotal Acquisition Holdings LLC ( 5 ) Warrants $ 11.5 12/19/2019 D 1,764,719 ( 3 ) ( 4 ) Common Stock 1,764,719 ( 2 ) 4,585,281 I By Pivotal Acquisition Holdings LLC ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Pivotal Spac Funding LLC C/O GRAUBARD MILLER 405 LEXINGTON AVE, 11TH FL NEW YORK, NY10174 X LEDECKY JONATHAN J C/O GRAUBARD MILLER 405 LEXINGTON AVE, 11TH FL NEW YORK, NY10174 X X Signatures /s/ Kevin Griffin as Chief Executive Officer of Pivotal Spac Funding LLC 12/23/2019 Signature of Reporting Person Date /s/ Jonathan J. Ledecky 12/23/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pivotal Acquisition Corp.'s Class B common stock was convertible on a one-for-one basis into common equity of the surviving entity upon consummation of the Issuer's initial business combination and had no expiration date. In connection with the Issuer's business combination, such shares of Class B common stock of Pivotal Acquisition Corp. automatically converted into shares of common stock of KLDiscovery Inc. ( 2 )The reporting person forfeited these securities to the Issuer for no consideration. ( 3 )The warrants will become exercisable 30 days after the completion of the Issuer's initial business combination. ( 4 )The warrants will expire on the fifth anniversary of the completion of the Issuer's initial business combination. ( 5 )These shares are owned directly by Pivotal Acquisition Holdings LLC, a ten percent owner of the issuer, and indirectly by its managing members, Jonathan Ledecky (a director of the Issuer) and Pivotal Spac Funding LLC. Pivotal Spac Funding LLC is an affiliate of MGG Investment Group LP, whose Chief Executive Officer is Kevin Griffin, a director of the Issuer. Each of Mr. Ledecky, Pivotal Spac Funding LLC, MGG Investment Group LP, and Mr. Griffin disclaim beneficial ownership of the securities held by Pivotal Acquisition Holdings LLC, except to the extent of his or its pecuniary interest therein.

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).

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