Rekor Systems (REKR) Form 4 Rekor Systems / ROBERT ALAN BERMAN ownership change

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^*

BERMAN ROBERT ALAN

(Last) (First) (Middle)

C/O REKOR SYSTEMS, INC.

14420 ALBEMARLE POINT PLACE, SUITE 200

(Street)

CHANTILLY VA 20151

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rekor Systems, Inc. [ REKR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2021

4. 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 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
Common Stock	09/15/2021		J(1)		849,999	A	(1)	925,219(2)(3)	D
Common Stock	09/15/2021		J(1)		2,725,836	D	(1)	0(3)	I	By Rekor Holdings LLC(4)
Common Stock	09/15/2021		G(5)		775,000	D	(5)	2,165,104(3)	I	By Avon Road Partners, L.P.(6)

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

1. Name and Address of Reporting Person^*

BERMAN ROBERT ALAN

(Last) (First) (Middle)

C/O REKOR SYSTEMS, INC.

14420 ALBEMARLE POINT PLACE, SUITE 200

(Street)

CHANTILLY VA 20151

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Avon Road Partners, L.P.

(Last) (First) (Middle)

2811 AQUETONG ROAD

(Street)

NEW HOPE PA 18938

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Rekor Holdings LLC

(Last) (First) (Middle)

2811 AQUETONG ROAD

(Street)

NEW HOPE PA 18938

(City) (State) (Zip)

Explanation of Responses:

1. On September 15, 2021, Rekor Holdings LLC dissolved and distributed its assets in accordance with the its organizational documents in a transaction exempt from Section 16 pursuant to Rule 16a-13 or otherwise. As a result, Rekor Holdings LLC distributed shares 2,725,836 of Common Stock to its members pro rata pursuant to the terms of the operating agreement, including Mr. Berman who received 849,999 shares of Common Stock.

2. Consists of 26,610 Restricted Stock Units ("RSUs") which shall vest on March 15, 2022.

3. As a result of the transactions disclosed herein the reporting persons are no longer 10% owners of the Common Stock.

4. Mr. Berman was the manager of Rekor Holdings LLC and maintained voting and dispositive power over the Common Stock.

5. Avon Road Partners, L.P. ("Avon Road") transferred 775,000 shares of Common Stock to a trust of which Avon Road is a beneficiary, but has no investment control over the securities held by the trust. The reporting persons no longer have a beneficial ownership in the transferred shares.

6. Mr. Berman is the general partner of Avon Road.

	/s/ Robert A. Berman	09/17/2021
	/s/ Robert A. Berman, General Partner of Avon Road Partners, L.P.	09/17/2021
	/s/ Robert A. Berman, Manager of Rekor Holdings LLC	09/17/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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