Richard C. Mills Files Initial 13D on Creative Realities, Inc.

TL;DR

**Richard C. Mills just filed an initial 13D on Creative Realities, Inc., signaling a significant stake.**

AI Summary

Richard C. Mills filed an initial Schedule 13D on February 15, 2024, disclosing his beneficial ownership in Creative Realities, Inc. The filing indicates that the event requiring this statement occurred on October 15, 2015, concerning the company's Common Stock, which has a par value of $0.01 per share. The document does not specify the exact number of shares or percentage of ownership held by Mr. Mills.

Why It Matters

An initial Schedule 13D filing signals that a beneficial owner has acquired a significant stake (over 5%) in a company, potentially indicating future influence or activist intentions.

Risk Assessment

Risk Level: medium — The filing of an initial Schedule 13D by Richard C. Mills indicates a significant stake in Creative Realities, Inc., which could lead to changes in corporate strategy or governance.

Key Numbers

• $0.01 — Par Value per Share (Common Stock of Creative Realities, Inc.)

Key Players & Entities

• Richard C. Mills (person) — Filer of SC 13D
• Creative Realities, Inc. (company) — Subject Company of SC 13D
• Wireless Ronin Technologies Inc (company) — Former name of Creative Realities, Inc.

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
• $150,000 — Secured Convertible Promissory Note for $150,000, which was convertible into approximate
• $565,000 — r of the Issuer on January 17, 2017 for $565,000. In the Conexus Merger, RFK also receiv
• $25.14 — urchase 2,977 shares of Common Stock at $25.14 per share. Such warrant expired by its
• $6.00 — shares vest at a share target price of $6.00; 33,333 shares vest at a share target p
• $9.00 — shares vest at a share target price of $9.00; 50,000 shares vest at a share target p
• $12.00 — shares vest at a share target price of $12.00; 66,667 shares vest at a share target p
• $15.00 — shares vest at a share target price of $15.00; 83,333 shares vest at a share target p
• $18.00 — shares vest at a share target price of $18.00; and 83,334 shares vest at $19.20 per s
• $19.20 — ce of $18.00; and 83,334 shares vest at $19.20 per share. CUSIP No. 22530J309 13D P
• $1.86 — rchased 8,625 shares of Common Stock at $1.86 per share and 5,000 shares of Common St
• $1.91 — are and 5,000 shares of Common Stock at $1.91 per share, respectively, in open market
• $2.00 — chased 50,000 shares of Common Stock at $2.00 per share in the Issuer's public offeri

Filing Documents

• rcmills20240213_sc13d.htm (SC 13D) — 55KB
• ex_627161.htm (EX-10.1) — 59KB
• 0001437749-24-004352.txt ( ) — 115KB

Security and Issuer

Item 1. Security and Issuer. The name of the issuer is Creative Realities, Inc., a Minnesota corporation (the "Issuer"). The address of the Issuer's principal executive offices is 13100 Magisterial Drive, Suite 100, Louisville, Kentucky 40223. This Schedule 13D relates to the Issuer's Common Stock, $0.01 par value per share (the "Common Stock"). This Schedule 13D is being filed to disclose prior acquisitions of Common Stock by the Reporting Person, all of which were previously reported on Form 3, 4 and 5 filings made with the SEC under Section 16 of the Securities Exchange Act of 1934, and disclosed in other filings of the Issuer made on Forms 10-Q, Forms 10-K, and proxy statements. All share and price information set forth in this Schedule 13D has been adjusted to reflect the Issuer's 1-for-30 and 1-for-3 reverse stock splits effective on October 17, 2018 and March 27, 2023, respectively.

Identity and Background

Item 2. Identity and Background. (a), (f) The person filing this statement is Richard C. Mills (the "Reporting Person"). (b) The principal business address of the Reporting Person is 13100 Magisterial Drive, Suite 100, Louisville, Kentucky 40223. (c) The Reporting Person serves as the Chief Executive Officer and Chairman of the Issuer. (d) The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) The Reporting Person has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Source or Amount of Funds or Other Consideration

Item 3. Source or Amount of Funds or Other Consideration. The Conexus Merger Shares, as described in Item 5 below, were acquired by the Reporting Person directly, and indirectly through RFK Communications, LLC, as merger consideration in the Conexus Merger, and as a result of the conversion of Series A-1 Convertible Preferred Stock issued to the Reporting Person in the Conexus Merger, as further described in Item 5 below. The Shares acquired by the Reporting Person on August 22, 2022, August 23, 2022 and August 21, 2023, as described in Item 5 below, were purchased using the Reporting Person's personal funds. All other Shares described in Item 5 below have been issued to the Reporting Person in connection with his services to the Issuer as the Issuer's Chief Executive Officer.

Purpose of Transaction

Item 4. Purpose of Transaction. As of the date hereof, the Reporting Person does not have a plan or proposal that relates to or would result in any of the transactions enumerated in sub items (a) through (j) of the instructions to Item 4 of this Schedule 13D. Notwithstanding the foregoing, the Reporting Person reserves the right to effect any such actions as any of them may deem necessary or appropriate in the future. CUSIP No. 22530J309 13D Page 4 of 6 Pages

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. (a), (b) The Reporting Person currently beneficially owns an aggregate of 969,260 shares of Common Stock, which represents 8.8% of the outstanding shares of Common Stock of the Issuer. Such percentage and the percentages below are calculated based on 10,409,027 shares of Common Stock outstanding as of November 9, 2023 (as reported in the Issuer's Form 10-Q filed with the SEC on November 9, 2023). The following summarizes the Reporting Person's acquisition and disposition of Common Stock, all of which have been previously reported on Form 3, 4 and 5 filings made with the SEC under Section 16 of the Securities Exchange Act of 1934, together with other filings of the Issuer made on Form 10-Q, Form 10-K, and proxy statements. RFK directly holds 29,325 shares of Common Stock, which represents 0.3% of the outstanding Common Stock. On October 15, 2015, the Reporting Person and RFK received certain securities in connection with the Issuer's acquisition of Conexus World Capital, LLC ("Conexus") via merger (the "Conexus Merger"). In the Conexus Merger, RFK acquired a Secured Convertible Promissory Note for $150,000, which was convertible into approximately 182,608 Shares, including interest through November 30, 2016. RFK transferred its rights under such note to another noteholder of the Issuer on January 17, 2017 for $565,000. In the Conexus Merger, RFK also received 29,325 shares of Common Stock (the "RFK Merger Shares") and a Warrant to purchase 2,977 shares of Common Stock at $25.14 per share. Such warrant expired by its terms on October 15, 2020. Currently, the Reporting Person directly owns 286,601 shares of Common Stock, 320,000 shares of Common Stock purchasable upon the exercise of outstanding vested options owned by the Reporting Person individually, and 333,334 shares of Common Stock purchasable upon the exercise of outstanding performance-restricted options owned by the Reporting Person individually, the vesting of

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Except with respect to the Reporting Person's receipt of options to purchase shares of Common Stock under the Issuer's 2014 Stock Incentive Plan, as amended, including the Option Agreements and amendments thereto attached as Exhibits 10.1-10.4, which are hereby incorporated by reference, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) between the Reporting Person and any person with respect to any securities of the Issuer, including any class of the Issuer's securities used as a reference security, in connection with any of the following: call options, put options, security-based swaps or any other derivative securities, transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, naming the persons with whom such contracts, arrangements, understandings, or relationships have been entered into.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits. Exhibit Number Description of Exhibits 10.1 Stock Option Agreement dated June 1, 2020 between the Issuer and Rick Mills. 10.2 Form of Letter Agreement (incorporated by reference to Exhibit 10.1 of the Issuer' s report on Form 8-K filed with the SEC on June 3, 2020) 10.3 Amendment to Stock Option Agreement dated June 15, 2022 between the Issuer and Rick Mills (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K filed with the SEC on June 17, 2022) 10.4 Stock Option Agreement dated June 15, 2022 between the Issuer and Rick Mills (incorporated by reference to Exhibit 10.3 to the registrant's Current Report on Form 8-K filed with the SEC on June 17, 2022) CUSIP No. 22530J309 13D Page 6 of 6 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. /s/ Richard C. Mills Richard C. Mills February 15, 2024

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View this SC 13D filing on SEC EDGAR