SEC FORM 4

Please wait

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LAWRENCE PETER J.L.

(Last)

(First)

(Middle)

135 FIFTH AVENUE, FLOOR 10

(Street)

NEW YORK

10010

(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)
07/08/2019

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)
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								10,729	I	See Footnote⁽¹⁾
Common Stock⁽²⁾								184,971	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option⁽³⁾	$2.48	07/08/2019		D			150,000	08/27/2015	08/27/2019	Common Stock	150,000	$0	0	D
Stock Option	$0.385	07/08/2019		A		150,000		⁽⁴⁾	07/08/2024	Common Stock	150,000	$0	150,000	D
Stock Option	$0.385							⁽⁵⁾	01/31/2024	Common Stock	50,000		50,000	D
Stock Option	$0.539							⁽⁶⁾	09/20/2023	Common Stock	200,000		200,000	D
Stock Option	$1.1							⁽⁷⁾	12/17/2022	Common Stock	50,000		50,000	D
Stock Option⁽⁸⁾	$2.2							07/19/2018	07/19/2021	Common Stock	200,000		200,000	D

Explanation of Responses:

1. Shares held by Mr. Lawrence and his spouse as trustees of the Peter Lawrence 1992 Settlement Trust.

2. Of which 13,043 shares were automatically converted from Series A Preferred Stock to common stock on July 14, 2014 on a 1:1 basis pursuant to the effectiveness of GGH's Form 10 filed with the SEC on May 14, 2014.

3. Options granted pursuant to GGH's 2008 Equity Incentive Plan. Options canceled with no value received.

4. Options granted pursuant to GGH's 2018 Equity Incentive Plan; options to acquire 37,500 shares vest on 7/8/20; thereafter options to acquire 9,375 shares vest every three months.

5. Options granted pursuant to GGH's 2018 Equity Incentive Plan; options to acquire 12,500 shares vest on 1/31/20; thereafter options to acquire 3,125 shares vest every three months.

6. Options granted pursuant to GGH's 2018 Equity Incentive Plan; options to acquire 50,000 shares vest on 9/20/19; thereafter options to acquire 12,500 shares vest every three months.

7. Options granted pursuant to GGH's 2016 Equity Incentive Plan; options to acquire 12,500 shares vest on 12/17/18; thereafter options to acquire 3,125 shares vest every three months.

8. Options granted pursuant to GGH's 2008 Equity Incentive Plan.

	/s/ Peter J.L. Lawrence	08/12/2019
	** 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.