Strome Mezzanine Fund Form 4 theMaven / MARK E STROME 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^*

STROME MARK E

(Last) (First) (Middle)

100 WILSHIRE BLVD., SUITE 1750

(Street)

SANTA MONICA CA 90401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
theMaven, Inc. [ MVEN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2018

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	03/30/2018		P		500,000	A	$2.5	4,384,763	I	See Footnote(1)
Common Stock	04/25/2018		P		2,910	A	$1.43	4,387,673	I	See Footnote(1)
Common Stock	04/25/2018		P		5,687	A	$1.44	4,393,360	I	See Footnote(1)
Common Stock	04/25/2018		P		5,000	A	$1.42	4,398,360	I	See Footnote(1)
Common Stock	04/26/2018		P		14,600	A	$1.46	4,412,960	I	See Footnote(1)
Common Stock	04/27/2018		P		29,408	A	$1.53	4,442,368	I	See Footnote(1)
Common Stock	04/30/2018		P		3,700	A	$1.57	4,446,068	I	See Footnote(1)
Common Stock	04/30/2018		P		1,000	A	$1.68	4,447,068	I	See Footnote(1)
Common Stock	05/01/2018		P		27,000	A	$1.62	4,474,068	I	See Footnote(1)
Common Stock	05/01/2018		P		7,000	A	$1.66	4,481,068	I	See Footnote(1)
Common Stock	05/02/2018		P		4,200	A	$1.62	4,485,268	I	See Footnote(1)

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
Warrant (right to buy)	$0.5(3)	06/15/2018		P		1		06/15/2018	06/13/2023	Common Stock	1,500,000	(4)	1	I	See Footnote(2)
10% Convertible Debenture	$1.2912	06/15/2018		P		$3,000,000		(5)	(5)	Common Stock	(6)	$3,000,000	1	I	See Footnote(2)
10% Convertible Debenture	$1.2912	08/10/2018		C(6)			$3,000,000	(5)	(5)	Common Stock(7)	(6)	$0.00	0	I	See Footnote(2)
Series H Convertible Preferred Stock	$0.33	08/10/2018		P		3,600(7)		(8)	(8)	Common Stock	(6)	(7)	3,600	I	See Footnote(2)
Series H Convertible Preferred Stock	$0.33	08/10/2018		P		1,000		(8)	(8)	Common Stock	(6)	$1,000,000	4,600	I	See Footnote(2)
Series H Convertible Preferred Stock	$0.33	08/10/2018		P		1,000		(8)	(8)	Common Stock	(6)	$1,000,000	5,600	I	See Footnote(9)

1. Name and Address of Reporting Person^*

STROME MARK E

(Last) (First) (Middle)

100 WILSHIRE BLVD., SUITE 1750

(Street)

SANTA MONICA CA 90401

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

STROME MEZZANINE FUND, LP

(Last) (First) (Middle)

100 WILSHIRE BLVD., SUITE 1750

(Street)

SANTA MONICA CA 90401

(City) (State) (Zip)

Explanation of Responses:

1. The reported securities are owned directly by Strome Living Trust (the "Living Trust"). Mark E. Strome is the trustee of the Living Trust and may also be deemed to beneficially own the reported securities under Section 13(d) of the Exchange Act. Mr. Strome disclaims beneficial ownership of the reported securities for purposes of Section 16 of the Exchange Act, except the extent of his pecuniary interest in the securities.

2. The reported securities are owned directly by Strome Mezzanine Fund LP (the "Fund"), a 10% owner of the issuer. Strome Investment Management, L.P. ("SIM") is the general partner of the Fund and may be deemed to beneficially own the reported securities under Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act"). Strome Group Inc. ("SG") is the general partner of SIM and may also be deemed to beneficially own the reported securities under Section 13(d) of the Exchange Act. Mark E. Strome is the President and CEO of SG and may also be deemed to beneficially own the reported securities under Section 13(d) of the Exchange Act. SIM, SG and Mr. Strome disclaim beneficial ownership of the reported securities for purposes of Section 16 of the Exchange Act, except the extent of their respective pecuniary interest in the securities. The Fund, the Living Trust, the Revocable Trust (see note 9 below), SIM, SG and Mr. Strome are hereby referred to as the "Reporting Persons".

3. The original exercise price of the Warrant was $1.19 per share. However, the terms of the Warrant requires that the exercise price of the Warrant be reduced, but not below $0.50 per share, in the event of a subsequent issuance of securities convertible into the common stock at a lower exercise price upon notice by the purchaser. Effective as of August 3, 2018, the Issuer issued shares of Series H Convertible Preferred Stock with an exercise price of $0.33 per share. Accordingly, the exercise price of the Warrants was reduced by the Issuer to $0.50 per share in accordance with the terms of the Warrant. No additional common stock is issuable upon exercise of the Warrant as a result of the amendment to the exercise price.

4. In a private transaction between the Issuer and the Fund, in consideration for the issuance of the Warrant, the Fund surrendered a "true up" right under a securities purchase agreement, dated March 30, 2018, to purchase up to 500,000 additional shares of the Issuer's common stock at no cost under certain circumstances.

5. The 10% Convertible Debenture was convertible into common stock at any time, and had no expiration date.

6. The reported securities are subject to a conversion limitation that prohibits the Issuer from effecting a conversion of the reported securities into common stock if giving effect to the conversion would cause the holder to beneficially own in excess of 4.99% of the common stock (or, upon notice by the holder, in excess of 9.99% of the common stock). As beneficial owners of more than 10% of the common stock, the Reporting Persons are effectively barred from converting the reported securities into additional shares of common stock. Absent this conversion limitation, at the election of the Reporting Persons, the 5,600 shares of Series H Convertible Preferred Stock would be convertible into 16,969,677shares of the issuer's common stock.

7. In a private transaction between the Issuer and the Fund, the principal sum of the 10% Convertible Debenture was converted into 3,600 shares of Series H Convertible Preferred Stock, which are convertible into the same number of the Issuer's common stock, after taking into consideration automatic exercise price adjustments.

8. The Series H Convertible Preferred Stock is convertible into common stock at any time, and has no expiration date, but is subject to mandatory conversion on the fifth anniversary of the issuance date.

9. The reported securities are owned directly by The Mark Strome Revocable Trust (the "Revocable Trust"). Mark E. Strome is the trustee of the Revocable Trust and may also be deemed to beneficially own the reported securities under Section 13(d) of the Exchange Act. Mr. Strome disclaims beneficial ownership of the reported securities for purposes of Section 16 of the Exchange Act, except the extent of his pecuniary interest in the securities.

Remarks:

	/s/Mark E. Strome	09/30/2018
	** Signature of Reporting Person	Date
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