Royal Hawaiian Orchards (NNUTU) Form 4 ROYAL HAWAIIAN ORCHARDS / 2013 GRAT NUT 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^*

EBRAHIMI FARHAD FRED

(Last) (First) (Middle)

191 UNIVERSITY BLVD, #246

(Street)

DENVER CO 80206

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ROYAL HAWAIIAN ORCHARDS, L.P. [ NNUTU ]

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)
04/25/2017

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
Class A Units	04/25/2017		J(1)	V	5,272,004	A	(1)	7,038,964	I	By Shiraz Capital LLC
Class A Units								4,130	D
Class A Units								9,921	I	By The Ebrahimi Family Foundation
Class A Units								48,898	I	By FF Ebrahimi IRA
Class A Units								415,234	I	By Crescent River Agriculture LLC
Class A Units	04/25/2017		J(1)		5,272,004	D	(1)	0	I	By NUT 2013 GRAT

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^*

EBRAHIMI FARHAD FRED

(Last) (First) (Middle)

191 UNIVERSITY BLVD, #246

(Street)

DENVER CO 80206

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NUT 2013 GRAT

(Last) (First) (Middle)

C/O SEEMORGH INVESTMENTS, INC.

PO BOX 61339

(Street)

DENVER CO 80206

(City) (State) (Zip)

Explanation of Responses:

1. This statement is occasioned by the transfer of units of Royal Hawaiian Orchards, LP between NUT 2013 GRAT, a GRAT whose grantor, annuitant and trustee is Farhad Fred Ebrahimi, and Shiraz Capital LLC, a limited liability company solely owned by Farhad Fred Ebrahimi. Farhad Fred Ebrahimi remains the beneficial owner of all of the units transferred.

Remarks:

This statement is occasioned by the transfer of shares of the Issuer's Class A Units by Farhad Fred Ebrahimi. Farhad Fred Ebrahimi is the reporting person for the Ebrahimi family consisting of Farhad Fred Ebrahimi and Mary Wilkie Ebrahimi, husband and wife. The Powers of Attorney granting Brad Nelson authority to act as attorney-in-fact for Farhad Fred Ebrahimi and Mary Wilkie Ebrahimi were filed as exhibit 24.1 and 24.2, respectively, to a Form 4 filed with the Commission on February 14, 2014.

	/s/ Brad Nelson as Attorney-in-Fact for Farhad Fred Ebrahimi and Mary Wilkie Ebrahimi	04/26/2017
	/s/ Brad Nelson as Attorney-in-Fact for Farhad Fred Ebrahimi, Trustee	04/26/2017
	** 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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