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 |
|
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 10/14/2020 |
3. Issuer Name and Ticker or Trading Symbol
CuriosityStream Inc. [ CURI ] |
|||||||||||||
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 | 20,339,232(1)(2) | D(3) |
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 |
Explanation of Responses: |
1. On October 14, 2020, the company formerly known as CuriosityStream, Inc. ("Legacy CuriosityStream") merged with CS Merger Sub, Inc., a wholly owned subsidiary of the issuer, Software Acquisition Group Inc. (the "Issuer"). Software Acquisition Group subsequently changed its name to CuriosityStream Inc. The indicated shares were received in exchange for 20,000,000 shares of Legacy CuriosityStream Class B common stock and 6,500,000 shares of Legacy CuriosityStream preferred stock in connection with merger. |
2. At the effective time of the merger, each share of Legacy CuriosityStream common stock issued and outstanding immediately prior to the effective time was converted into the right to receive 0.62622713 of a share of the Issuer's common stock and each share of Legacy CuriosityStream preferred stock issued and outstanding immediately prior to the effective time was converted into the right to receive 1.202259922 of a share of the Issuer's common stock, with fractional shares rounded to the nearest whole share, pursuant to the Agreement and Plan of Merger, dated August 10, 2020, by and among Legacy CuriosityStream, the Issuer, CS Merger Sub Inc. and Hendricks Factual Media LLC. |
3. The reported securities are owned directly by Hendricks Factual Media LLC ("HFM"), and indirectly by John Hendricks, as a manager of HFM. John Hendricks disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
/s/ John Hendricks, Manager | 10/15/2020 | |
** 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 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |