SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
 Â	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Fundamental Global Investors, LLC (Last) (First) (Middle) 108 GATEWAY BOULEVARD SUITE 204 (Street) MOORESVILLE NC 28117 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol FG Financial Group, Inc. [ FGF ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/26/2021
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, PAR VALUE $0.01 PER SHARE	05/26/2021		P		5,296(6)	A	$8.095	8,296(1)(4)	I	FUNDAMENTAL GLOBAL CAPITAL APPRECIATION FUND, LP
COMMON STOCK, PAR VALUE $0.01 PER SHARE	05/26/2021		S		5,296(6)	D	$8.095	0(1)(4)	I	FGI GLOBAL ASSET ALLOCATION FUND, LTD.
COMMON STOCK, PAR VALUE $0.01 PER SHARE								788,199(1)(4)	I	FUNDAMENTAL ACTIVIST FUND I, LP
COMMON STOCK, PAR VALUE $0.01 PER SHARE								628,875(1)(4)	I	FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP
COMMON STOCK, PAR VALUE $0.01 PER SHARE								4,532(1)(4)	I	FGI GLOBAL ASSET ALLOCATION MASTER FUND, LP
COMMON STOCK, PAR VALUE $0.01 PER SHARE								477,282(1)(2)(4)	I	FGI 1347 HOLDINGS, LP
COMMON STOCK, PAR VALUE $0.01 PER SHARE								1,038,409(1)(4)	I	BALLANTYNE STRONG, INC.
8.00% Cumulative Preferred Stock, Series A, $25.00 par value								34,620(3)(4)	I	FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP
8.00% Cumulative Preferred Stock, Series A, $25.00 par value								590(3)(4)	I	FUNDAMENTAL GLOBAL CAPITAL APPRECIATION FUND, LP

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
CALL OPTION (RIGHT TO BUY)	$6							04/16/2020	04/16/2022	COMMON STOCK	50,000		50,000(5)	I	FUNDAMENTAL GLOBAL PARTNERS MASTER FUND, LP
CALL OPTION (RIGHT TO BUY)	$6							04/16/2020	04/16/2022	COMMON STOCK	50,000		50,000(5)	I	FUNDAMENTAL ACTIVIST FUND I, LP

1. Name and Address of Reporting Person* Fundamental Global Investors, LLC (Last) (First) (Middle) 108 GATEWAY BOULEVARD SUITE 204 (Street) MOORESVILLE NC 28117 (City) (State) (Zip)

1. Name and Address of Reporting Person* Cerminara Kyle (Last) (First) (Middle) C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 108 GATEWAY BOULEVARD, SUITE 204 (Street) MOORESVILLE NC 28117 (City) (State) (Zip)

1. Name and Address of Reporting Person* Johnson Lewis M (Last) (First) (Middle) C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 108 GATEWAY BOULEVARD, SUITE 204 (Street) MOORESVILLE NC 28117 (City) (State) (Zip)

1. Name and Address of Reporting Person* MOGLIA JOSEPH H (Last) (First) (Middle) C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 108 GATEWAY BOULEVARD, SUITE 204 (Street) MOORESVILLE NC 28117 (City) (State) (Zip)

1. Name and Address of Reporting Person* BALLANTYNE STRONG, INC. (Last) (First) (Middle) 4201 CONGRESS STREET SUITE 175 (Street) CHARLOTTE NC 28209 (City) (State) (Zip)

1. Name and Address of Reporting Person* BK Technologies Corp (Last) (First) (Middle) 7100 TECHNOLOGY DRIVE (Street) WEST MELBOURNE FL 32904 (City) (State) (Zip)

Explanation of Responses:

1. The Reporting Persons beneficially own in the aggregate 3,045,593 shares of Common Stock (including 100,000 shares that may be acquired pursuant to a call option), which represent approximately 60.8% of the Company's outstanding shares of Common Stock. Fundamental Global Investors, LLC may be deemed to be a beneficial owner of the shares of Common Stock that are directly owned by Fundamental Global Partners Master Fund, LP ("FGPM"), FGI Global Asset Allocation Fund, Ltd. ("FGAA"), FGI Global Asset Allocation Master Fund, LP ("FGGM"), Fundamental Activist Fund I, LP ("FAFI"), FGI 1347 Holdings, LP ("FGIH"), Fundamental Global Capital Appreciation Fund, LP ("FGCA") and Ballantyne Strong, Inc. ("BTN"). Mr. Cerminara holds 11,162 shares of Common Stock and restricted stock units representing the right to receive 20,987 shares of Common Stock upon vesting. In addition, Mr. Johnson holds 32,149 shares of Common Stock.

2. BK Technologies Corporation ("BKTI") is the sole limited partner of FGIH. Mr. Cerminara is Member of the Board of Directors of BKTI.

3. The Reporting Persons beneficially own in the aggregate 35,210 shares of Preferred Stock, which represent approximately 4.1% of the outstanding shares of Preferred Stock. Fundamental Global Investors, LLC may be deemed to be a beneficial owner of the shares of Preferred Stock that are directly owned by FGPM and FGCA. In addition, Mr. Cerminara owns 44 shares of Preferred Stock in a joint account with his spouse.

4. Due to their positions with Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara, Lewis M. Johnson and Joseph H. Moglia may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by FGPM, FGAA, FGGM, FAFI, FGIH and FGCA and the shares of Preferred Stock disclosed as directly owned by FGPM and FGCA. Due to their positions with BTN, Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara and Johnson may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by BTN. Each Reporting Person disclaims beneficial ownership of the shares referred to herein except to the extent of his or its pecuniary interest therein.

5. Represents a call option to purchase shares of Common Stock, for a purchase price of $6.00 per share. The shares subject to the call option may be acquired at any time during the two-year period beginning on April 16, 2020, ending at 5:00 p.m. Eastern time on April 16, 2022.

6. Represents a cross-trade between FGAA and FGCA, in which FGAA disposed of and FGCA acquired the reported shares. Accordingly, there was no change in the aggregate beneficial ownership of the Reporting Persons.

Remarks:

	FUNDAMENTAL GLOBAL INVESTORS, LLC/S/ D. KYLE CERMINARA, CHIEF EXECUTIVE OFFICER, PARTNER AND MANAGER	05/28/2021
	BALLANTYNE STRONG, INC. /S/ MARK D. ROBERSON, CHIEF EXECUTIVE OFFICER	05/28/2021
	BK TECHNOLOGIES CORPORATION /S/ WILLIAM P. KELLY, EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER	05/28/2021
	/S/ D. KYLE CERMINARA	05/28/2021
	/S/ LEWIS M. JOHNSON	05/28/2021
	/S/ JOSEPH H. MOGLIA	05/28/2021
	** Signature of Reporting Person	Date
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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