SEC Form 3 filed by new insider North Run Strategic Opportunities Fund I, Lp
$CREX
EDP Services
Technology
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/06/2025 |
3. Issuer Name and Ticker or Trading Symbol
CREATIVE REALITIES, INC. [ CREX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: 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 | ||||
| Series A Convertible Preferred Stock | (2) | (2) | Common Stock | 10,000,001(2) | $3(1) | I | See footnotes(1)(3) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The reported securities consist of 25,000 shares of Series A Convertible Preferred Stock ("Preferred Stock" directly held by North Run Strategic Opportunities Fund I, LP ("NR-SOF") and 5,000 shares of Preferred Stock NR-SOF I (Co-Invest I), LP ("NR Co-Invest"), and may be deemed to be indirectly beneficially owned by North Run Strategic Opportunities Fund I GP, LLC ("NR GP") as the general partner of NR-SOF and NR Co-Invest. The reported securities may also be deemed to be indirectly beneficially owned by Thomas B. Ellis and Todd B. Hammer as members of NR GP. Each share of preferred stock has a stated value of $1,000 and a conversion price at issuance of $3.00. |
| 2. The Series A Convertible Preferred Stock has no expiration date and is convertible at any time at the option of the holder, subject to blocker provisions that prevents conversion into shares of Common Stock of the Issuer if the reporting person, together with its affiliates, would beneficially own more than 19.99% of the Common Stock following such conversion and that prevent conversion to the extent that all shares of Common Stock issued upon conversion of shares of Series A Convertible Preferred Stock would exceed 2,102,734. |
| 3. North Run Strategic Opportunities Fund I GP, LLC, North Run GP, LP, North Run Advisors, LLC, Thomas B. Ellis, Todd B. Hammer and Michael Bosco disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein, and this report shall not be deemed an admission that any of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| Remarks: |
| Each of NR-SOF, NR Co-Invest, and NR GP may be deemed to be a director by deputization for purposes of Section 16 under the Securities and Exchange Act of 1934, as amended, by virtue of the fact that Thomas B. Ellis, a member of NR GP, currently serves on the board of directors of the Issuer. Exhibit List: Exhibit 24.1 – Power of Attorney for Thomas B. Ellis |
| /s/ North Run Strategic Opportunities Fund I, LP, By: Thomas B. Ellis, Member of GP | 01/09/2026 | |
| /s/ North Run Strategic Opportunities Fund I GP, LLC, By: Thomas B. Ellis, Member | 01/09/2026 | |
| /s/ NR-SOF I (Co-Invest I), LP, By: Thomas B. Ellis, Member of GP | 01/09/2026 | |
| /s/ Thomas B. Ellis | 01/09/2026 | |
| /s/ Todd B. Hammer | 01/09/2026 | |
| ** 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). | ||
| 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. | ||