TheStreet, Inc.
THESTREET, INC. (Form: 3, Received: 11/14/2017 17:20:07)
FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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
                      

1. Name and Address of Reporting Person *

180 DEGREE CAPITAL CORP. /NY/

2. Date of Event Requiring Statement (MM/DD/YYYY)
11/10/2017 

3. Issuer Name and Ticker or Trading Symbol

THESTREET, INC. [TST]

(Last)        (First)        (Middle)

7 N. WILLOW STREET, SUITE 4B

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

MONTCLAIR, NJ 07042       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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 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, par value $0.01 per share   4636363   (1) D    
Common Stock, par value $0.01 per share   3500000   (2) I   See footnote   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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
Restricted Stock Units     (4)   (4) Common Stock, par value $0.01 per share   32189.0   (5)   (6) I   See footnote   (5)

Explanation of Responses:
(1)  3,636,363 of these shares were purchased on November 10, 2017, in a private placement pursuant to a Securities Purchase Agreement between 180 Degree Capital Corp. ("180"), TheStreet SPV Series - a series of 180 Degree Capital Management, LLC ("TST SPV") and TheStreet, Inc. ("TST"). The remaining 1,000,000 shares were purchased by 180 in open market transactions through April to June 2017, prior to 180 becoming a Reporting Person.
(2)  These shares were purchased on November 10, 2017, in a private placement pursuant to a Securities Purchase Agreement between 180, TST SPV and TST.
(3)  Beneficially owned by TST SPV. 180 is the Investment Manager and Managing Member of TST SPV. 180 disclaims beneficial ownership of these shares.
(4)  The RSUs will vest on the date of the 2018 annual meeting of stockholders, subject to continued service through the applicable vesting date.
(5)  Granted to Kevin M. Rendino for service on TST's Board of Directors. Mr. Rendino entered into an assignment and assumption agreement with 180 that assigns all economic and beneficial interest in these securities to 180.
(6)  Each restricted stock unit represents a contingent right to receive one share of Common Stock.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
180 DEGREE CAPITAL CORP. /NY/
7 N. WILLOW STREET
SUITE 4B
MONTCLAIR, NJ 07042

X


Signatures
/s/ Daniel B. Wolfe, President 11/14/2017
** 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 5(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).
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