Sec Form 4/A Filing - Liu Dong @ Mountain Crest Acquisition Corp. - 2020-06-19

FORM 4/A 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 Liu Dong 2. Issuer Name and Ticker or Trading Symbol Mountain Crest Acquisition Corp. [ MCACU] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) 311 WEST 43RD STREET , 12TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/19/2020 (Street) NEW YORK, NY10036 4. If Amendment, Date Original Filed (MM/DD/YY) 10/06/2020 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 Stock 10/02/2020 J( 2 ) 365,725 A 365,725 D Common Stock, underlying units 10/02/2020 J( 2 ) 163,246 ( 1 ) A 528,971 D Common Stock 10/02/2020 J( 2 ) 731,450 D 700,000 I See Footnote ( 4 ) Common Stock 10/02/2020 S( 7 ) 700,000 D $ 6.35 700,000 ( 7 ) I See Footnote ( 4 ) Common Stock, underlying units 06/19/2020 P 29,992 ( 6 ) A $ 10 326,492 I See Footnote ( 4 ) Common Stock, underlying units 10/02/2020 J( 2 ) 326,492 D 0 I See Footnote ( 4 )

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 Rights to purchase Common Stock, underlying units $ 0 06/19/2020 P 29,992 ( 3 ) ( 3 ) Common Stock 2,999 ( 1 ) 29,992 I See Footnote ( 6 ) Rights to purchase Common Stock underlying units $ 0 10/02/2020 J( 2 ) 163,246 ( 3 ) ( 3 ) Common Stock 16,324 ( 1 ) 163,246 D Rights to purchase Common Stock underlying units $ 0 10/02/2020 J( 2 ) 326,492 ( 3 ) ( 3 ) Common Stock 32,649 ( 5 ) 0 I See Footnote ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Liu Dong 311 WEST 43RD STREET , 12TH FLOOR NEW YORK, NY10036 X X Chief Financial Officer Signatures /s/ Dong Liu 10/07/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Acquired units consisting of shares and rights. ( 2 )Distribution to its members by Sunlight Global Investments LLC. No consideration was paid. Units valued at $10.00 per unit and . Common stock valued at $0.017 per share as the cost basis for tax purposes only. ( 3 )The rights automatically convert into one-tenth (1/10) of a share of common stock upon the consummation of the issuer's initial business combination, as described in the issuer's prospectus filed with the SEC. ( 4 )Shares or units, as applicable, owned by Sunlight Global Investments LLC, over which Dong Liu shares voting and dispostive power. ( 5 )Disposed of units consisting of shares and rights. ( 6 )Purchased by Sunlight Global Investments LLC in a private placement of units at the time of the IPO overallotment at $10.00 per unit. ( 7 )The shares have been fully paid, but will be transferred to purchaser upon the consummation of the issuer's initial business combination.

Remarks: This Form 4/A amends the Form 4 filed on October 6, 2020 to change certain transaction codes to "J," and to insert footnote (2) to that transaction code, which reflects that the reporting person, as a member of Sunlight Global Investments LLC, received a distribution from Sunlight Global Investments LLC of shares and units. The Form 4 erroneously reported such distributions as purchases by the reporting person and sales by Sunlight Global Investments LLC.

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).

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