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 OF SECURITIES
                                                                                  
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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 Person *

Pappas James C
2. Issuer Name and Ticker or Trading Symbol

INNOVATIVE FOOD HOLDINGS INC [ IVFH ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

1177 WEST LOOP SOUTH, SUITE 1320
3. Date of Earliest Transaction (MM/DD/YYYY)

2/13/2023
(Street)

HOUSTON, TX 77027
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, $0.0001 par value (1)2/13/2023  P  15282 A$0.3546 8061725 I By: JCP Investment Partnership, LP (2)
Common Stock, $0.0001 par value (1)2/14/2023  P  47700 A$0.3652 8109425 I By: JCP Investment Partnership, LP (2)
Common Stock, $0.0001 par value (1)2/15/2023  P  25000 A$0.3800 8134425 I By: JCP Investment Partnership, LP (2)
Common Stock, $0.0001 par value (1)        113492 I By: Managed Account of JCP Investment Management, LLC (3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) This Form 4 is filed jointly by JCP Investment Partnership, LP ("JCP Partnership"), JCP Investment Partners, LP ("JCP Partners"), JCP Investment Holdings, LLC ("JCP Holdings"), JCP Investment Management, LLC ("JCP Management") and James C. Pappas (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Mr. Pappas is also a director of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein.
(2) Represents shares of Common Stock owned directly by JCP Partnership. JCP Partners, as the general partner of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Holdings, as the general partner of JCP Partners, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. JCP Management, as the investment manager of JCP Partnership, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership. Mr. Pappas, as the managing member of JCP Management and the sole member of JCP Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by JCP Partnership.
(3) Represents shares of Common Stock held in a certain account managed by JCP Management (the "JCP Account"). JCP Management, as the investment manager of the JCP Account, may be deemed to beneficially own the shares of Common Stock held in the JCP Account. Mr. Pappas, as the managing member of JCP Management, may be deemed to beneficially own the shares of Common Stock held in the JCP Account.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Pappas James C
1177 WEST LOOP SOUTH
SUITE 1320
HOUSTON, TX 77027
XX

JCP Investment Management, LLC
1177 WEST LOOP SOUTH
SUITE 1320
HOUSTON, TX 77027

X

JCP Investment Partnership, LP
1177 WEST LOOP SOUTH
SUITE 1320
HOUSTON, TX 77027

X

JCP Investment Partners, LP
1177 WEST LOOP SOUTH
SUITE 1320
HOUSTON, TX 77027

X

JCP Investment Holdings, LLC
1177 WEST LOOP SOUTH
SUITE 1320
HOUSTON, TX 77027

X


Signatures
/s/ James C. Pappas2/15/2023
**Signature of Reporting PersonDate

JCP Investment Management, LLC, By: /s/ James C. Pappas, Managing Member2/15/2023
**Signature of Reporting PersonDate

JCP Investment Partnership, LP, By: JCP Investment Management, LLC, Investment Manager, By: /s/ James C. Pappas, Managing Member2/15/2023
**Signature of Reporting PersonDate

JCP Investment Partners, LP, By: JCP Investment Holdings, LLC, General Partner, By: /s/ James C. Pappas, Sole Member2/15/2023
**Signature of Reporting PersonDate

JCP Investment Holdings, LLC, By: /s/ James C. Pappas, Sole Member2/15/2023
**Signature of Reporting PersonDate


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.
Innovative Food (QB) (USOTC:IVFH)
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