Edgar Filing: Kanen David

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Kanen David

2. Issuer Name and Ticker or Trading Symbol
ONE Group Hospitality, Inc. [STKS]

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

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
Passive Investor

(Last)

(First)

(Middle)

10141 SWEET BAY COURT

3. Date of Earliest Transaction (Month/Day/Year)
12/29/2017

(Street)

PARKLAND, FL 33076

4. If Amendment, Date 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

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/17/2018		P		3,700	A	$ 2.23	2,692,697	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	01/18/2018		P		4,128	A	$ 2.2287	2,696,825	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	01/19/2018		P		100,700	A	$ 2.23	2,797,525	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	01/26/2018		P		5,393	A	$ 2.2175	2,802,918	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	01/29/2018		P		4,800	A	$ 2.22	2,807,718	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	01/31/2018		P		4,500	A	$ 2.2191	2,812,218	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	02/01/2018		P		31,900	A	$ 2.2091	2,844,118	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	02/05/2018		P		11,400	A	$ 2.197	2,855,518	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	02/06/2018		P		6,000	A	$ 2.3098	2,861,518	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	02/08/2018		P		202	A	$ 2.23	2,861,720	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	02/09/2018		P		701	A	$ 2.23	2,862,421	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock	02/12/2018		P		852	A	$ 2.23	2,863,273	I	Kanen Wealth Management LLC ⁽¹⁾
Common Stock								1,845,000 ⁽²⁾	I	The Philotimo Fund LLC
Common Stock								18,921 ⁽²⁾	D

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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Kanen David 10141 SWEET BAY COURT PARKLAND, FL 33076		X		Passive Investor
Kanen Wealth Management LLC 10141 SWEET BAY COURT PARKLAND, FL 33076		X		Passive Investor
Philotimo Fund, LP 5850 CORAL RIDGE DRIVE, SUITE 309 CORAL SPRINGS, FL 33076		X		Passive Investor

Signatures

/s/ David L. Kanen		02/14/2018
^**Signature of Reporting Person		Date
/s/ Kanen Wealth Management LLC By: David L. Kanen, Managing Member		02/14/2018
^**Signature of Reporting Person		Date
/s/ The Philotimo Fund By: David L. Kanen		02/14/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Kanen Wealth Management LLC ("KWM") does not have a pecuniary interest in the shares of Common Stock held in customer accounts managed by KWM.
(2)	Mr. Kanen beneficially owns 4,727,194 shares of Common Stock, which represent approximately 17.5% of the Company's outstanding shares of Common Stock. Mr. Kanen, as the managing member of KWM, may be deemed to beneficially own the 2,863,273 shares of Common Stock held in customer accounts managed by KWM (including the 18,921 shares held in Mr. Kanen's account) and the 1,845,000 shares of Common Stock held by The Philotimo Fund LLC, of which KWM is the general partner. Mr. Kanen expressly disclaims such beneficial ownership except to the extent of his pecuniary interest therein. Mr. Kanen does not have a pecuniary interest in the shares of Common Stock held in customer accounts managed by KWM other than the shares held in Mr. Kanen's account.

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