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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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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 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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Eriksen Howard Timothy 8695 GLENDALE RD. CUSTER, WA 98240 |
X | |||
| /s/ Tim Eriksen on behalf of ECM | 11/15/2022 | |
| **Signature of Reporting Person | Date | |
| /s/ Tim Eriksen | 11/15/2022 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Mr. Eriksen is the Managing Member of Eriksen Capital Management ("ECM") which manages separately managed accounts ("SMAs") and is also the Managing Member of Cedar Creek Partners, an investment partenrship. ECM executed open market purchases for 4,537 shares of common stock in various SMAs, including 1,701 shares for accounts of adult children of Mr. Eriksen. The respective owners of the SMAs are responsible to vote the shares. The reporting person disclaims benefiical ownership of the reported securities except to the extent of his pecuniary interest therein. |
| (2) | These shares are owned solely by Mr. Eriksen. They represent restricted stock awards granted under the TSR, Inc. 2020 Equity Incentive Plan. Of these shares, 6,800 are fully vested and 20,000 of these shares of restricted stock will remain subject to forfeiture for three years from the grant date. The lapse of the forfeiture restrictions is conditioned on the reporting person continuing to provide services to TSR, Inc. (the "Company") through each vesting date. |