Sec Form 4 Filing - SCHWARZ MARK E @ RAVE RESTAURANT GROUP, INC. - 2022-05-10

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
SCHWARZ MARK E
2. Issuer Name and Ticker or Trading Symbol
RAVE RESTAURANT GROUP, INC. [ RAVE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman
(Last) (First) (Middle)
5420 LYNDON B. JOHNSON FREEWAY, SUITE 1100
3. Date of Earliest Transaction (MM/DD/YY)
05/10/2022
(Street)
DALLAS, TX75240
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 05/10/2022 P 11,300 A $ 0.8734 111,991 D
Common Stock 05/11/2022 P 18,000 A $ 0.8575 129,991 D
Common Stock 05/12/2022 P 10,700 A $ 0.8697 140,691 D
Common Stock 05/12/2022 P 2,201 A $ 0.8697 2,991,654 I Directly owned by by Newcastle Partners, L.P.( 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
Director Stock Option (right to buy) $ 3.95 06/27/2017 06/27/2026 Common Stock 40,000 40,000 D
Director Stock Option (right to buy) $ 3.11 06/25/2013 06/25/2022 Common Stock 15,000 15,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCHWARZ MARK E
5420 LYNDON B. JOHNSON FREEWAY
SUITE 1100
DALLAS, TX75240
X X Chairman
NEWCASTLE PARTNERS L P
5420 LYNDON B. JOHNSON FREEWAY
SUITE 1100
DALLAS, TX75240
X
NEWCASTLE CAPITAL MANAGEMENT LP
5420 LYNDON B. JOHNSON FREEWAY
SUITE 1100
DALLAS, TX75240
X
NEWCASTLE CAPITAL GROUP LLC
5420 LYNDON B. JOHNSON FREEWAY
SUITE 1100
DALLAS, TX75240
X
NCM SERVICES, INC.
5420 LYNDON B. JOHNSON FREEWAY
SUITE 1100
DALLAS, TX75240
X
Schwarz 2012 Family Trust
5420 LYNDON B. JOHNSON FREEWAY
SUITE 1100
DALLAS, TX75240
X
Signatures
Steven D. Davidson as Attorney-In-Fact for each Reporting Person 05/12/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Mr. Schwarz is the sole trustee of the Schwarz 2012 Family Trust (the "Trust") and a director and officer of NCM Services, Inc. ("NCMS"). The Trust is the sole shareholder of NCMS, which is the sole member of Newcastle Capital Group, L.L.C. ("NCG"), which is the general partner of Newcastle Capital Management, L.P. ("NCM"), which is the general partner of Newcastle Partners, L.P. ("NP"). Accordingly, Mr. Schwarz may be deemed the beneficial owner of all shares held by any of the Trust, NCMS, NCG, NCM or NP.

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