Peregrine Holdings LLC Form 4 Filed 2021-03-26

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 ^*

Peregrine Financial Corp

2. Issuer Name and Ticker or Trading Symbol
CPS TECHNOLOGIES CORP/DE/ [CPSH]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

(Last)

(First)

(Middle)

222 ROSEWOOD DRIVE, SUITE 530

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2021

(Street)

DANVERS, MA 01923

(City)

(State)

(Zip)

4. If Amendment, Date Original Filed(Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/24/2021		S		17,166⁽¹⁾	D	$13.3285	790,671⁽²⁾	I	See Footnote⁽²⁾⁽⁹⁾
Common Stock	03/24/2021		S		17,166⁽³⁾	D	$13.3285	788,610⁽⁴⁾	I	See Footnote⁽⁴⁾⁽⁹⁾
Common Stock	03/25/2021		S		21,028⁽⁵⁾	D	$12.2419	769,643⁽⁶⁾	I	See Footnote⁽⁶⁾⁽⁹⁾
Common Stock	03/25/2021		S		21,029⁽⁷⁾	D	$12.2419	767,581⁽⁸⁾	I	See Footnote⁽⁸⁾⁽⁹⁾

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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

7. 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)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Peregrine Financial Corp 222 ROSEWOOD DRIVE, SUITE 530 DANVERS, MA 01923		X
Peregrine Trust Company, LLC 222 ROSEWOOD DRIVE, SUITE 530 DANVERS, MA 01923		X
Peregrine Holdings LLC 222 ROSEWOOD DRIVE, SUITE 530 DANVERS, MA 01923		X

Explanation of Responses:

1.	On March 24, 2021, CMS Holdings, L.L.C. ("CMS Holdings") sold 17,166 shares. Peregrine Financial Corporation ("PFC") provides administrative support services to Peregrine Trust Company, LLC ("PTC"), which is the trustee of MSC Trust (Trust u/w dtd 12/12/96 Michael S. Currier (Art 8th) fbo Karin A. Griscom) ("MSC Trust") and Stephen R. Currier Continuing Trust Under Article Seventh of the Last Will and Testament of Michael S. Currier fbo Ailsa Christina Griscom Currier and her descendants ("SRC Trust"). CMS Holdings is wholly owned by MSC Trust. For its services, PFC receives a fixed fee not based on the performance of the shares, which fee is exempt pursuant to Rule 16a-1(a)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and therefore has no pecuniary interest in the shares.
2.	Represents 788,611 shares held directly by CMS Holdings and 2,060 shares held directly by SRC Trust.
3.	On March 24, 2021, Peregrine Holdings, LLC ("Peregrine Holdings") sold 17,166 shares. PFC provides administrative support services to Peregrine Holdings and for its services receives a fixed fee not based on the performance of the shares, which fee is exempt pursuant to Rule 16a-1(a)(2) of the Exchange Act, and therefore has no pecuniary interest in the shares.
4.	Represents 788,610 shares held directly by Peregrine Holdings.
5.	On March 25, 2021, CMS Holdings sold 21,028 shares.
6.	Represents 767,583 shares held directly by CMS Holdings and 2,060 shares held directly by SRC Trust.
7.	On March 25, 2021, Peregrine Holdings sold 21,029 shares.
8.	Represents 767,581 shares held directly by Peregrine Holdings.
9.	The reporting persons disclaim that they may be deemed to be acting in a "group" as that term is used in Rule 13d-5 of the Exchange Act.

	Signatures
	PEREGRINE FINANCIAL CORPORATION, By: /s/ Stephen J. Therrien, Title: Vice President	03/26/2021
	PEREGRINE TRUST COMPANY, LLC, By: /s/ Matt Tobin, Title: Secretary	03/26/2021
	PEREGRINE HOLDINGS, LLC, By: /s/ Stephen J. Therrien, Title: Authorized Signatory	03/26/2021
	** Signature of Reporting Person	Date
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