Form Type: 4

SEC EDGAR Link
Acccession Number:0000899243-19-013672
Date:2019-05-14
Issuer: SEQUENTIAL BRANDS GROUP, INC. (SQBG)
Original Submission Date:

Reporting Person:

PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C.
1924 SOUTH UTICA, SUITE 1120
TULSA, OK 74104

Reporting Person:

FROHLICH PHIL
C/O PRESCROTT GROUP CAPITAL MANAGEMENT,
1924 SOUTH UTICA, SUITE 1120 TULSA, OK 74104

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK, PAR VALUE $0.01 PER SHARE 2019-05-14 P 5,793 a $0.75 9,414,559 indirect f2
COMMON STOCK, PAR VALUE $0.01 PER SHARE 2019-05-14 P 2,399 a $0.76 9,416,958 indirect f2
COMMON STOCK, PAR VALUE $0.01 PER SHARE 2019-05-14 P 6 a $0.78 9,416,964 indirect f2
COMMON STOCK, PAR VALUE $0.01 PER SHARE 2019-05-14 P 2,901 a $0.79 9,419,865 indirect f2
COMMON STOCK, PAR VALUE $0.01 PER SHARE 2019-05-14 P 13,679 a $0.80 9,433,544 indirect f2
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 the filing of this form 4 shall not be construed as an admission that prescott group capital management, l.l.c. ("prescott capital") or phil frohlich, the manager of prescott capital, is or was for the purposes of section 16(a) of the securities exchange act of 1934, as amended, or otherwise the beneficial owner of any of the common stock, par value $0.01 per share (the "common stock"), of sequential brands group, inc. (the "issuer") purchased by prescott group aggressive small cap master fund, g.p. (the "master fund") for the accounts of prescott group aggressive small cap, l.p. or prescott group aggressive small cap ii, l.p. (together, the "small cap funds"). pursuant to rule 16a-1, both prescott capital and mr. frohlich disclaim such beneficial ownership.
f2 prescott capital holds indirectly the shares of common stock of the issuer through the account of the master fund, of which prescott capital is the investment manager. the master fund holds the shares of common stock for the accounts of the small cap funds, of which prescott capital is the investment manager. prescott capital receives a portion of the profits in the way of a capital allocation from, and owns a partnership interest in, the small cap funds. phil frohlich reports the common stock held indirectly by prescott capital because, as the manager of prescott capital at the time of purchase, he controlled the disposition and voting of the securities.

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