SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* ACKERMAN RICHARD (Last) (First) (Middle) C/O BIG ROCK PARTNERS ACQUISITION CORP. 2645 N. FEDERAL HIGHWAY SUITE 230 (Street) DELRAY BEACH FL 33483 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/20/2017	3. Issuer Name and Ticker or Trading Symbol Big Rock Partners Acquisition Corp. [ BRPAU ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) President and CEO	5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,725,000(1)	I	By Big Rock Partners Sponsor, LLC(2)
Common Stock	250,000(3)	I	By Big Rock Partners Sponsor, LLC(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Right to receive common stock(3)	(4)	(5)	Common Stock	25,000	(4)	I	By Big Rock Partners Sponsor, LLC(2)
Warrant(3)	(6)	(7)	Common Stock	125,000	$11.5	I	By Big Rock Partners Sponsor, LLC(2)

1. Name and Address of Reporting Person* ACKERMAN RICHARD (Last) (First) (Middle) C/O BIG ROCK PARTNERS ACQUISITION CORP. 2645 N. FEDERAL HIGHWAY SUITE 230 (Street) DELRAY BEACH FL 33483 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner X Officer (give title below) Other (specify below) President and CEO

1. Name and Address of Reporting Person* Big Rock Partners Sponsor, LLC (Last) (First) (Middle) 2645 N. FEDERAL HIGHWAY SUITE 230 (Street) DELRAY BEACH FL 33483 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. On November 20, 2017, the issuer effected a stock dividend of 0.2 shares for each share outstanding, resulting in the reporting person receiving an additional 287,500 shares, for an aggregate total ownership of 1,725,000 shares. The 1,725,000 shares includes 225,000 shares of common stock that are subject to forfeiture depending on the extent to which the underwriters in the issuer's initial public offering do not exercise their over-allotment option.

2. Mr. Ackerman is the issuer's President, Chairman and Chief Executive Officer and the managing member of Big Rock Partners Sponsor, LLC (the "Sponsor") and has the sole voting and dispositive power of the securities held by the Sponsor. Accordingly, Mr. Ackerman may be deemed to have beneficial ownership of such shares.

3. Represents securities underlying 250,000 units of the issuer, which units, prior to the effective date of the registration statement relating to the issuers initial public offering, the Sponsor irrevocably committed to purchase. Each unit consists of one share of common stock, one right to receive one-tenth of one share of common stock upon the consummation of the issuer's initial business combination and one-half of one warrant, each whole warrant entitling the holder to purchase one share of common stock. The purchase of these units was made on a private placement basis and consummated simultaneously with the consummation of the issuer's initial public offering on November 22, 2017.

4. Each right entitles the holder to receive one-tenth (1/10) of one share of common stock upon consummation of the issuer's initial business combination.

5. If the issuer fails to consummate an initial business combination within 12 months (or up to 18 months from the closing of the issuer's initial public offering, if the issuer extends the period of time to consummate a business combination as described in its amended and restated certificate of incorporation), the issuer will be dissolved and the rights will expire worthless.

6. Each whole warrant will become exercisable on the later of the completion of the issuer's initial business combination and 12 months from the closing of the issuer's initial public offering.

7. Each warrant will expire on the fifth anniversary of the completion of the issuer's initial business combination, or earlier upon redemption or liquidation.

Remarks:

Exhibit List Exhibit 24 - Power of Attorney

	/s/ Richard Ackerman	12/04/2017
	/s/ Richard Ackerman, Managing Partner	12/04/2017
	** Signature of Reporting Person	Date
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