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
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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*
JONAS HOWARD S

(Last) (First) (Middle)
C/O ZEDGE, INC.
1178 BROADWAY, SUITE 1450, 3RD FLOOR

(Street)
NEW YORK NY 10001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Zedge, Inc. [ ZDGE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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
Class B Common Stock, par value $.01 per share 11/02/2021 G(1) V 9,610 D $0.00 28,713 I By HSJ 2020 IDW-Zedge Annuity Trust
Class B Common Stock, par value $.01 per share 11/02/2021 G(1) V 9,610 A $0.00 20,229(2) D
Class B Common Stock, par value $.01 per share 11/02/2021 G(3) V 32,780 D $0.00 2,397 I By HSJ 2019 Zedge Annuity Trust
Class B Common Stock, par value $.01 per share 11/02/2021 G(3) V 32,780 A $0.00 32,780 I By HSJ 2019 Remainder Trust
Class B Common Stock, par value $.01 per share 12,217 I By HSJ 2020 Zedge Annuity Trust
Class B Common Stock, par value $.01 per share 65,880 I By The Jonas Foundation
Class B Common Stock, par value $.01 per share 518 I By Daughter (Miriam)
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
Explanation of Responses:
1. These shares were transferred from the HSJ 2020 IDW-Zedge Annuity Trust to the Reporting Person's direct holdings in satisfaction of the HSJ 2020 IDW-Zedge Annuity Trust's annual annuity obligation.
2. Includes 10,619 fully vested restricted shares.
3. These shares were transferred from the HSJ 2019 Zedge Annuity Trust to the HSJ 2019 Remainder Trust.
Remarks:
Joyce J. Mason, by Power of Attorney 11/16/2021
** 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).
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.