Sec Form 4/A Filing - Major Todd Robert @ Strong Global Entertainment, Inc. - 2023-05-18

Insider filing report for Changes in Beneficial Ownership
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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
Major Todd Robert
2. Issuer Name and Ticker or Trading Symbol
Strong Global Entertainment, Inc. [ SGE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CFO, Secretary & Treasurer
(Last) (First) (Middle)
5960 FAIRVIEW ROAD, SUITE 275
3. Date of Earliest Transaction (MM/DD/YY)
05/18/2023
(Street)
CHARLOTTE, NC28210
4. If Amendment, Date Original Filed (MM/DD/YY)
05/19/2023
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 A Common Voting Shares 05/18/2023 A 25,000 A 25,000 D
Class A Common Voting Shares 05/18/2023 F 8,626 ( 3 ) ( 5 ) D $ 3.99 16,374 ( 5 ) D
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
Restricted S tock Unit ( 1 ) 05/18/2023 A 25,000 ( 2 ) ( 2 ) Class A Common Voting Shares 25,000 $ 0 25,000 D
Restricted Stock Unit ( 1 ) 05/18/2023 M 25,000 ( 2 ) ( 2 ) Class A Common Voting Shares 25,000 $ 0 0 D
Restricted Stock Unit ( 1 ) 05/18/2023 A 25,000 ( 4 ) ( 4 ) Class A Common Voting Shares 25,000 $ 0 25,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Major Todd Robert
5960 FAIRVIEW ROAD, SUITE 275
CHARLOTTE, NC28210
CFO, Secretary & Treasurer
Signatures
/s/ Todd Robert Major 05/23/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents restricted stock units ("RSUs") granted pursuant to the 2023 Share Compensation Plan of Strong Global Entertainment, Inc. (the "Issuer"). Each RSU represents the right to receive, following vesting, one Class A Common Voting Share of the Issuer.
( 2 )These RSUs were granted on May 18, 2023, the completion of the Issuer's initial public offering, and vested immediately.
( 3 )Represents the number of Class A Common Voting Shares that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the RSUs and does not represent a sale.
( 4 )These RSUs were granted on May 18, 2023, the completion of the Issuer's initial public offering, and will vest in one-third annual installments, beginning on the first anniversary of the grant date, subject to continued employment.
( 5 )On May 18, 2023, the Issuer inadvertently underwithheld the number of Class A Common Voting Shares in net settlement of the RSUs described in footnote 2. On May 22, 2023, the Issuer corrected this error, effective as of May 18, 2023. The original Form 4, filed on May 19, 2023, is being amended by this form 4 amendment solely to reflect the correct number of Class A Common Voting Shares withheld in net settlement of such RSUs.

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