Sec Form 4 Filing - FUSFIELD GLENN @ ONESPAWORLD HOLDINGS Ltd - 2020-06-12

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
FUSFIELD GLENN
2. Issuer Name and Ticker or Trading Symbol
ONESPAWORLD HOLDINGS Ltd [ OSW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
770 SOUTH DIXIE HIGHWAY, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
06/12/2020
(Street)
CORAL GABLES, FL33146
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
Common Shares 06/12/2020 A 125,000 A 125,000 I ( 1 ) See Footnote ( 1 )
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
Warrant (right to buy) $ 5.75 06/12/2020 A 33,333 ( 2 ) 06/12/2025 Common Shares 33,333 ( 1 ) 33,333 I ( 1 ) See Footnote ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FUSFIELD GLENN
770 SOUTH DIXIE HIGHWAY, SUITE 200
CORAL GABLES, FL33146
X See Remarks
Signatures
/s/ Inga Fyodorova, as Attorney-in-Fact for Glenn Fusfield 06/16/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 12, 2020, Fusfield Family Irrevocable Trust ("Fusfield Trust") purchased (i) 125,000 common shares and (ii) 33,333 warrants to acquire common shares pursuant to an Investment Agreement by and among the Issuer, Steiner Leisure Limited, Fusfield Trust, and the other investors named on the signature pages thereto, for an aggregate purchase price of $500,000. The reporting person has voting and dispositive power over the securities held by Fusfield Trust, and therefore may be deemed to indirectly beneficially own the securities held by Fusfield Trust. The reporting person disclaims beneficial ownership of the securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
( 2 )The warrants are immediately exercisable and expire on the fifth anniversary of the issuance date.

Remarks:
President and Chief Executive Officer

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