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Form 4 BK Technologies Corp For: Nov 28 Filed by: BK Technologies Holdings, LLC

November 30, 2022 7:41 PM EST

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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 *
Fundamental Global GP, LLC

(Last) (First) (Middle)
108 GATEWAY BLVD., SUITE 204

(Street)
MOORESVILLE NC 28117

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BK Technologies Corp [ BKTI ]
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)
11/28/2022
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, par value $0.60 per share 11/28/2022   P   42,880 A $ 2.75 (1) 1,587,318 I BK Technologies Holdings, LLC
Common Stock, par value $0.60 per share 11/29/2022   P   7,120 A $ 2.73 (2) 1,594,438 (3) (4) (5) I BK Technologies Holdings, LLC
Common Stock, par value $0.60 per share               1,083,875 (3) (4) I Fundamental Global Holdings, LP
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
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $2.655 to $2.75, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the U.S. Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares of Common Stock purchased at each separate price within the range set forth above.
2. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $2.68 to $2.78, inclusive. The Reporting Persons undertake to provide to the Company, any security holder of the Company or the staff of the SEC, upon request, full information regarding the number of shares of Common Stock purchased at each separate price within the range set forth above.
3. The funds managed by Fundamental Global GP, LLC ("FGGP") beneficially own in the aggregate 2,678,313 shares of Common Stock, which represent approximately 15.8% of the Company's outstanding shares of Common Stock. FGGP may be deemed to be a beneficial owner of the shares of Common Stock that are directly owned by BK Technologies Holdings, LLC ("BKTH") and Fundamental Global Holdings, LP ("FGHP"). On August 1, 2021, the investment management agreements for FGI Global Asset Allocation Master Fund, LP ("FGGM") and Fundamental Global Capital Appreciation Fund, LP ("FGCA") were assigned to CW Institutional, LLC and EverStar Asset Management, LLC, respectively, and no Reporting Person has voting or investment power over the 106,383 and 8,710 shares of the Company's Common Stock that were previously reported by FGGM and FGCA, respectively.
4. Due to their positions with FGGP and affiliated entities, Messrs. D. Kyle Cerminara and Joseph H. Moglia may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by BKTH and FGHP. Each Reporting Person disclaims beneficial ownership of the shares referred to herein except to the extent of his or its pecuniary interest therein. In addition, Mr. Moglia holds 845,813 shares of Common Stock indirectly through trusts, Moglia Capital, LLC and the Moglia Family Foundation. Mr. Cerminara also holds additional shares of Common Stock.
5. This amount includes the 1,544,438 shares previously reported as directly beneficially owned by BKTH. On January 6, 2022, BKTH transferred to Fundamental Activist Fund I, LP ("FAFI") the 1,544,438 shares that were contributed to BKTH on November 28, 2022. FAFI owns membership interests in BKTH and may be deemed to be a beneficial owner of the shares of Common Stock that are directly owned by BKTH.
FUNDAMENTAL GLOBAL GP, LLC /S/ D. KYLE CERMINARA, CHIEF EXECUTIVE OFFICER 11/30/2022
** Signature of Reporting Person Date
BK TECHNOLOGIES HOLDINGS, LLC /S/ D. KYLE CERMINARA, CHIEF EXECUTIVE OFFICER OF FUNDAMENTAL GLOBAL GP, LLC 11/30/2022
** Signature of Reporting Person Date
/S/ D. KYLE CERMINARA 11/30/2022
** Signature of Reporting Person Date
/S/ JOSEPH H. MOGLIA 11/30/2022
** 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 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.


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