Star Value Form 3 Superior Drilling Products / Jeffrey E. Eberwein 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^*

Eberwein Jeffrey E.

(Last) (First) (Middle)

53 FOREST AVENUE

SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/22/2022

3. Issuer Name and Ticker or Trading Symbol
Superior Drilling Products, Inc. [ SDPI ]

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)
Common Stock(1)	1,787,946	D(2)
Common Stock(1)	1,150,000	I	By: Star Equity Fund, LP(3)

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

1. Name and Address of Reporting Person^*

Eberwein Jeffrey E.

(Last) (First) (Middle)

53 FOREST AVENUE

SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Star Equity Fund, LP

(Last) (First) (Middle)

53 FOREST AVENUE, SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Star Equity Fund GP, LLC

(Last) (First) (Middle)

53 FOREST AVENUE, SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Star Investment Management LLC

(Last) (First) (Middle)

53 FOREST AVENUE, SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Star Value, LLC

(Last) (First) (Middle)

53 FOREST AVENUE, SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

STAR EQUITY HOLDINGS, INC.

(Last) (First) (Middle)

53 FOREST AVE

SUITE 101

(Street)

OLD GREENWICH CT 06870

(City) (State) (Zip)

Explanation of Responses:

1. This Form 3 is filed jointly by Jeffrey E. Eberwein, Star Equity Fund, LP ("Star Equity Fund"), Star Equity Fund GP, LLC ("Star Equity GP"), Star Investment Management, LLC ("Star Investment Management"), Star Value, LLC ("Star Value") and Star Equity Holdings, Inc. ("Star Equity Holdings") (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.

2. Shares owned directly by Mr. Eberwein.

3. Shares owned directly by Star Equity Fund. Star Equity GP, as the general partner of Star Equity Fund, may be deemed the beneficial owner of the securities owned by Star Equity Fund. Star Investment Management, as the investment manager of Star Equity Fund, may be deemed the beneficial owner of the securities owned by Star Equity Fund. Star Value, as the sole member of Star Equity GP and wholly owned subsidiary of Star Equity Holdings, may be deemed the beneficial owner of the securities owned by Star Equity Fund. Star Equity Holdings, as the parent of Star Value, sole member of Star Management, and limited partner of Star Equity Fund, may be deemed the beneficial owner of the securities owned by Star Equity Fund. As the manager of Star Equity GP and Star Investment Management, Mr. Eberwein may be deemed the beneficial owner of the securities owned by Star Equity Fund.

	/s/ Jeffrey E. Eberwein	11/30/2022
	Star Equity Fund, LP; By: /s/ Jeffrey E. Eberwein, Authorized Signatory	11/30/2022
	Star Equity Fund GP, LLC; By: /s/ Jeffrey E. Eberwein, Authorized Signatory	11/30/2022
	Star Investment Management, LLC; By: /s/ Jeffrey E. Eberwein, Authorized Signatory	11/30/2022
	Star Value, LLC; By: /s/ Jeffrey E. Eberwein, Authorized Signatory	11/30/2022
	Star Equity Holdings, Inc.; By: /s/ Jeffrey E. Eberwein, Authorized Signatory	11/30/2022
	** 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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