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Mama's Creations Inc.

09/26/2024 | Press release | Distributed by Public on 09/26/2024 15:33

Statement of Changes in Beneficial Ownership - Form 4

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 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Michaels Adam Laurance
2. Issuer Name and Ticker or Trading Symbol
Mama's Creations, Inc. [MAMA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
Chief Executive Officer /
(Last) (First) (Middle)
C/O MAMA'S CREATIONS, INC. , 25 BRANCA ROAD
3. Date of Earliest Transaction (Month/Day/Year)
(Street)
EAST RUTHERFORD NJ 07073
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) 6. Ownership Form: Direct (D) or Indirect (I) 7. Nature of Indirect Beneficial Ownership
Code V Amount (A) or (D) Price
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 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 5. Number of Derivative Securities Acquired (A) or Disposed of (D) 6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security 8. Price of Derivative Security 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 11. Nature of Indirect Beneficial Ownership
Code V (A) (D) Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Michaels Adam Laurance
C/O MAMA'S CREATIONS, INC.
25 BRANCA ROAD
EAST RUTHERFORD, NJ07073


Chief Executive Officer

Signatures

/s/ Charles Lange, attorney in fact for Adam Michaels 2024-09-26
**Signature of Reporting Person Date

Explanation of Responses:

(*) 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).
(1) Sales effected pursuant to a Rule 10b5-1 "sell to cover" trading plan adopted by the reporting person on June 24, 2024 for the purpose of satisfying the Reporting Person's tax withholding obligations upon the settlement of previously granted restricted stock awards.
(2) Reflects the weighted average price of 65,898 shares of common stock of Mama's Creations, Inc. sold by the reporting person in multiple transactions on September 24, 2024, with sale prices ranging from $7.32 to $7.54 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
(3) Restricted stock units ("RSUs") scheduled to vest in three substantially equal annual installments on each of September 24, 2025, September 24, 2026 and September 24, 2027.
(4) Each RSU represents a contingent right to receive one share of MAMA common stock.
(5) Stock options scheduled to vest in three substantially equal annual installments on each of September 24, 2025, September 24, 2026 and September 24, 2027.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.