Initial Statement of Beneficial Ownership (3)
February 19 2021 - 5:22AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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0.5
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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
*
RT-ICON Holdings LLC |
2. Date of Event Requiring Statement (MM/DD/YYYY)
2/10/2021
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3. Issuer Name and Ticker or Trading Symbol
PLBY Group, Inc. [PLBY]
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(Last)
(First)
(Middle)
260 EAST BROWN STREET, SUITE 380 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director ___X___ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Street)
BIRMINGHAM, MI 48009
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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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 | 17001047 | D (1) | |
Common Stock | 100000 | I | See Footnote (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: 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) | Represents shares RT-ICON Holdings LLC ("RT-ICON") received in connection with the merger (the "Merger") between Mountain Crest Acquisition Corp, now known as PLBY Group, Inc. and Playboy Enterprises, Inc. RTM-ICON, LLC ("RTM-ICON") is the manager of RT-ICON and Rizvi Traverse Management, LLC ("Rizvi Traverse") is the sole member of RTM-ICON. Mr. Suhail Rizvi and Mr. John Giampetroni are the managers of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse, Mr. Giampetroni may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by RT-ICON, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purpose of Section 16 or for any other purpose. |
(2) | Represents shares held directly by RT PE Investment LLC ("RT PE Investment"). These securities were acquired by RT PE Investment on February 10, 2021 in connection and simultaneously with the Merger described in footnote (1) and pursuant to that certain Subscription Agreement, dated September 30, 2020, by and between Mountain Crest Acquisition Corp, now known as PLBY Group, Inc., and RT PE Investment. RTM-ICON is the manager of RT PE Investment and, accordingly, each of RTM-ICON, Rizvi Traverse and Mr. Giampetroni may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by RT PE Investment, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purpose of Section 16 or for any other purpose. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
RT-ICON Holdings LLC 260 EAST BROWN STREET SUITE 380 BIRMINGHAM, MI 48009 |
| X |
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Giampetroni John 260 EAST BROWN STREET SUITE 380 BIRMINGHAM, MI 48009 |
| X |
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Rizvi Traverse Management, LLC 260 EAST BROWN STREET SUITE 380 BIRMINGHAM, MI 48009 |
| X |
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RTM-ICON, LLC 260 EAST BROWN STREET SUITE 380 BIRMINGHAM, MI 48009 |
| X |
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Signatures
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RT-ICON Holdings LLC By: RTM-ICON, LLC, its Manager By: /s/ Suhail Rizvi, President | | 2/16/2021 |
**Signature of Reporting Person | Date |
/s/ John Giampetroni | | 2/16/2021 |
**Signature of Reporting Person | Date |
Rizvi Traverse Management, LLC By: /s/ Suhail Rizvi, Chief Investment Officer | | 2/16/2021 |
**Signature of Reporting Person | Date |
RTM-ICON, LLC By: /s/ Suhail Rizvi, President | | 2/16/2021 |
**Signature of Reporting Person | Date |
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