Safe & Green (SGBX) Form 3 Initial statement of insider ownership

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

OMB APPROVAL

OMB Number:	3235-0104
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person^*

Titan Advisors, LLC

(Last) (First) (Middle)

750 WASHINGTON BLVD.

FLOOR 10

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/19/2017

3. Issuer Name and Ticker or Trading Symbol
SG BLOCKS, INC. [ SGBX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

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)
Class A common stock, $0.01 par value per share	661,008	I	See Footnote(1)

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
Stock Option (right to buy)	(2)	10/31/2026	Common Stock	11,203	3	I	See Footnote(1)

1. Name and Address of Reporting Person^*

Titan Advisors, LLC

(Last) (First) (Middle)

750 WASHINGTON BLVD.

FLOOR 10

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HSPL Holdings, LLC

(Last) (First) (Middle)

70 WASHINGTON BLVD.,

10TH FLOOR

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

Explanation of Responses:

1. The shares of Class A common stock and options reported herein are held of record by HSPL Holdings , LLC. Titan Advisors, LLC is the Manager of HSPL Holdings, LLC. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock, except to the extent of its pecuniary interest therein, and this shall not be deemed to be an admission that HSPL is a beneficial owner of such shares of Common Stock.

2. The options became exercisable in 25% increments per quarter starting on 12/31/16 and are now fully exercisable.

	/s/ HSPL HOLDINGS, LLC, by Titan Advisors, LLC, Its Manager, Darren Ross, Principal & Managing Director	01/04/2018
	/s/ TITAN ADVISORS, LLC by Darren Ross, Principal & Managing Director	01/04/2018
	** 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.