CuriosityStream (CURI) Form 3 CuriosityStream / JOHN S HENDRICKS ownership change

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

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1. Name and Address of Reporting Person^*

HENDRICKS JOHN S

(Last) (First) (Middle)

8484 GEORGIA AVE., SUITE 700

(Street)

SILVER SPRING, MD 20910

(City) (State) (Zip)

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)

X	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)

X	Form filed by One Reporting Person
	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)
Common Stock	20,339,232(1)(2)	I	By Hendricks Factual Media LLC(3)
Common Stock	650,000(4)	D

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.

4. Newly-issued shares of Common Stock acquired pursuant to the terms of a PIPE Subscription Agreement entered into by the Reporting Person and the Issuer in connection with the execution of the merger agreement.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Ana Cerna as attorney-in-fact for John Hendricks	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).
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