Sec Form 4 Filing - RAY SUNANDAN @ Unique Logistics International, Inc. - 2025-05-14

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
RAY SUNANDAN
2. Issuer Name and Ticker or Trading Symbol
Unique Logistics International, Inc. [ UNQL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O UNIQUE LOGISTICS INTERNATIONAL, INC., 154-09 146TH AVENUE THIRD FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
05/14/2025
(Street)
JAMAICA, NY11434
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/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
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 05/14/2025 D( 1 ) 22,086.324 D $ 0.0037 0 I By Frangipani Trade Services ( 3 )
Series B Convertible Preferred Stock 05/14/2025 D( 2 ) 667.738 D $ 24.2219 0 I By Frangipani Trade Services
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RAY SUNANDAN
C/O UNIQUE LOGISTICS INTERNATIONAL, INC.
154-09 146TH AVENUE THIRD FLOOR
JAMAICA, NY11434
X President and CEO
Signatures
/s/Ray Sunandan 05/14/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Agreement and Plan of Merger by and between Unique Logistics International, Inc., a Nevada corporation ("UNQL"), DP World Logistics US Holdings. Inc. ("DP World"'), a Delaware corporation ("Parent"), and Unique Merger Co., a Nevada corporation and wholly- owned subsidiary of Parent, dated as of March 11, 2025 (the "Merger Agreement"), Unique Merger Co. will merge with and into UNQL, with UNQL surviving the merger, resulting in UNQL becoming a wholly owned subsidiary of DP World on the terms and subject to the conditions set forth in the Merger Agreement. At the effective time of the merger contemplated thereby (the "Effective Time"), each share of Common Stock converted into the right to receive a lump-sum cash payment equal to $0.0037 (the "Per Share Merger Consideration").
( 2 )Pursuant to the Merger Agreement. at the Effective Time. each share of Series B Convertible Preferred Stock converted into the right to receive a lump-sum cash payment equal to the Per Share Merger Consideration multiplied by 6,546.47. which is the number of shares of Common Stock that were issuable upon the conversion of such share of Series B Convertible Preferred Stock into shares of Common Stock pursuant to the Certificate of Designation of the Series B Convertible Preferred Stock.
( 3 )Mr. Ray owns 100% of Frangipani Trade Services. Inc.

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).

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