0001209191-23-046784 4 1 20230817 20230821 20230821 SATTERFIELD THOMAS A JR 0001132317 4 34 001-05620 231190505 2609 CALDWELL MILL LN BIRMINGHAM AL 35243 SAFEGUARD SCIENTIFICS INC 0000086115 6799 231609753 PA 1231 150 NORTH RADNOR-CHESTER ROAD SUITE F-200 RADNOR PA 19087 610 293 0600 150 NORTH RADNOR-CHESTER ROAD SUITE F-200 RADNOR PA 19087 SAFEGUARD INDUSTRIES INC 19810525 SAFEGUARD CORP 19690521 4 1 doc4.xml FORM 4 SUBMISSION FORM 4 OMB APPROVAL ? Check this box OMB Number: if no longer 3235-0287 subject to Estimated Section 16. Form average burden 4 or Form 5 hours per obligations may response... 0.5 continue. See Instruction 1(b). ? Check this box UNITED STATES SECURITIES AND EXCHANGE COMMISSION to indicate that Washington, D.C. 20549 a transaction STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF was made SECURITIES pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 1. Name and Address of Reporting 2. Issuer Name and Ticker 5. Relationship of Person * or Trading Symbol Reporting Person(s) to SATTERFIELD THOMAS A JR SAFEGUARD SCIENTIFICS INC Issuer (Check all [ SFE ] applicable) _____ Director __X__ 10% Owner (Last) (First) (Middle) 3. Date of Earliest _____ Officer (give title 15 COLLEY COVE DRIVE Transaction (MM/DD/YYYY) below) _____ Other 8/17/2023 (specify below) (Street) 4. If Amendment, Date 6. Individual or GULF BREEZE, FL 32561 Original Filed Joint/Group Filing (Check (MM/DD/YYYY) Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More (City) (State) (Zip) than One Reporting Person Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security 2. Trans. Date 2A. 3. Trans. 4. Securities Acquired (A) or 5. Amount of 6. Ownership Form: 7. Nature of Indirect (Instr. 3) Deemed Code Disposed of (D) Securities Direct (D) or Beneficial Ownership Execution (Instr. 8) (Instr. 3, 4 and 5) Beneficially Owned Indirect (I) (Instr. 4) Date, if Following Reported (Instr. 4) any (A) Transaction(s) or (Instr. 3 and 4) Code V Amount (D) Price Common Stock 8/17/2023 P 229,000 A $1.18 (1) 475,000 D (2) Common Stock 8/17/2023 P 15,000 A $1.19 (3) 25,000 I By spouse Common Stock 8/17/2023 S 124,196 D $1.18 (4) 382,899 I By A.G. Family L.P. (5) By family members and Common Stock 8/17/2023 S 117,000 D $1.17 (6) 258,055 I related entities (7) (8) Common Stock 8/18/2023 P 50,000 A $1.17 (9) 525,000 D (10) Common Stock 8/18/2023 S 22,899 D $1.17 360,000 I By A.G. Family L.P. (5) Common Stock 250,000 I By Tomsat Investment & Trading Co., Inc. Common Stock 671,671 I By Caldwell Mill Opportunity Fund Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. 3A. 4. Trans. 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature Derivate Conversion Trans. Deemed Code Derivative and Expiration Date Securities Underlying of derivative Ownership of Security or Date Execution (Instr. 8) Securities Derivative Security Derivative Securities Form of Indirect (Instr. 3) Exercise Date, if Acquired (A) or (Instr. 3 and 4) Security Beneficially Derivative Beneficial Price of any Disposed of (D) (Instr. 5) Owned Security: Ownership Derivative (Instr. 3, 4 Following Direct (D) (Instr. 4) Security and 5) Reported or Transaction(s) Indirect Date Expiration Amount or (Instr. 4) (I) Exercisable Date Title Number of (Instr. 4) Code V (A) (D) Shares Explanation of Responses: (1) The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.16 to $1.20. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. (2) Includes 100,000 shares held jointly with the reporting person's spouse. (3) The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.18 to $1.20. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. (4) The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $1.17 to $1.20. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. (5) The reporting person controls the general partner of the partnership that owns the reported securities. (6) The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $1.17 to $1.19. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. (7) The reporting person has been granted limited powers of attorney to exercise voting and dispositive power with respect to the securities held by the following parties: Satterfield Vintage Investments LP (50,000 shares); the reporting person's father (100,000 shares); the reporting person's sister (16,500 shares); the reporting person's brother-in-law (15,000 shares); the reporting person's second brother-in-law (7,500 shares); the reporting person's daughter (2,000 shares); a trust for the reporting person's granddaughter (2,500 shares); a trust for the reporting person's second granddaughter (1,000 shares); Riachuello Ranch LLC (1,000 shares); the reporting person's step-sister (4,000 shares); the reporting person's second step-sister (2,000 shares); (8) (Continued from footnote 7) and the reporting person's third step-sister and spouse (16,000 shares). The reporting person's prior power of attorney over the 31,555 shares held by his brother was terminated. The reporting person's limited powers of attorney over the 40,555 shares for the reporting person's step-brother and his spouse, which were held via a limited partnership, remained in place; however, the shares were transferred directly to his step-brother and spouse from the limited partnership and no longer fall under the scope of the power of attorney. (9) The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.17 to $1.18. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. (10) Includes 125,000 shares held jointly with the reporting person's spouse. Remarks: Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities included herein in excess of the reporting person's pecuniary interest in such equity securities. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SATTERFIELD THOMAS A JR 15 COLLEY COVE DRIVE X GULF BREEZE, FL 32561 Signatures /s/ Thomas A. Satterfield, Jr. 8/21/2023 ** 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 control number.