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Form 4 Gaucho Group Holdings, For: Jun 24 Filed by: LAWRENCE PETER J.L.

June 24, 2022 8:00 PM EDT

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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 *
LAWRENCE PETER J.L.

(Last) (First) (Middle)
5 LANDSDOWNE CRESCENT

(Street)
LONDON, X0 W11 2NH

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Gaucho Group Holdings, Inc. [ VINO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/24/2022
4. 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 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 (1) 06/24/2022   A   20,066 A $ 0.625 140,825 D  
Common Stock               716 I See Footnote (2)
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
Restricted Stock Unit $ 0.625 06/24/2022   A   2,867     (3) 12/18/2023 Common Stock 2,867 $ 0.625 1,433 D  
Stock Option $ 9.08               (4) 09/28/2025 Common Stock 6,667   6,667 D  
Stock Option $ 5.78               (5) 07/08/2024 Common Stock 10,000   10,000 D  
Stock Option $ 5.78               (6) 01/31/2024 Common Stock 3,334   3,334 D  
Stock Option $ 8.09               (7) 09/20/2023 Common Stock 13,334   13,334 D  
Stock Option $ 16.5               (8) 12/17/2022 Common Stock 3,334   3,334 D  
Explanation of Responses:
1. Acquired in connection with the conversion of outstanding options of Gaucho Group, Inc.
2. Shares held by Mr. Lawrence and his spouse as trustees of the Peter Lawrence 1992 Settlement Trust.
3. Restricted stock units issued pursuant to Gaucho's 2018 Equity Incentive Plan; 1,433 shares vest on 9/18/22 with the remainder vesting on 12/18/22.
4. Options granted pursuant to Gaucho's 2018 Equity Incentive Plan; options to acquire 1,667 shares vest on 9/28/21; thereafter options to acquire 417 shares vest every three months.
5. Options granted pursuant to Gaucho's 2018 Equity Incentive Plan; options to acquire 2,500 shares vest on 7/8/20; thereafter options to acquire 625 shares vest every three months.
6. Options granted pursuant to Gaucho's 2018 Equity Incentive Plan; options to acquire 834 shares vest on 1/31/20; thereafter options to acquire 209 shares vest every three months.
7. Options granted pursuant to Gaucho's 2018 Equity Incentive Plan; options to acquire 3,334 shares vest on 9/20/19; thereafter options to acquire 834 shares vest every three months.
8. Options granted pursuant to Gaucho's 2016 Equity Incentive Plan; options to acquire 834 shares vest on 12/17/18; thereafter options to acquire 209 shares vest every three months.
/s/ Peter Lawrence 06/24/2022
** 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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