0001213900-24-062245.txt : 20240717 0001213900-24-062245.hdr.sgml : 20240717 20240717181301 ACCESSION NUMBER: 0001213900-24-062245 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240717 DATE AS OF CHANGE: 20240717 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Bark, Inc. CENTRAL INDEX KEY: 0001819574 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 851872418 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-91845 FILM NUMBER: 241123260 BUSINESS ADDRESS: STREET 1: 120 BROADWAY, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10271 BUSINESS PHONE: (855) 501-2275 MAIL ADDRESS: STREET 1: 120 BROADWAY, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10271 FORMER COMPANY: FORMER CONFORMED NAME: Original Bark Co DATE OF NAME CHANGE: 20210603 FORMER COMPANY: FORMER CONFORMED NAME: Northern Star Acquisition Corp. DATE OF NAME CHANGE: 20200729 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEDECKY JONATHAN J CENTRAL INDEX KEY: 0001008382 ORGANIZATION NAME: FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: C/O THE LEDECKY FOUNDATION STREET 2: 901 - 15TH STREET, NW, SUITE 950 CITY: WASHINGTON STATE: DC ZIP: 20005 SC 13D/A 1 ea0209516-13da2ledeck_bark.htm AMENDMENT NO. 2 TO SCHEDULE 13D

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549 

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

BARK, Inc.

(Name of Issuer)

 

Common Stock, par value $0.001 per share

(Title of Class of Securities)

 

68622E 104

(CUSIP Number)

 

Jonathan J. Ledecky

c/o Graubard Miller

405 Lexington Avenue, 44th Floor

New York, NY 10174

(212)818-8800

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

June 3, 2024

(Date of Event which Requires Filing of This Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. 

 

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

1.

NAMES OF REPORTING PERSONS

 

Jonathan J. Ledecky

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

 

(a)          (b)   

3.

SEC USE ONLY

 

 

4.

SOURCE OF FUNDS (see instructions)

 

PF

5.

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)     

 

 

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7.

SOLE VOTING POWER

 

9,053,838 (1) (2)

8.

SHARED VOTING POWER

 

0

9.

SOLE DISPOSITIVE POWER

 

9,053,838 (1) (2)

10.

SHARED DISPOSITIVE POWER

 

0

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

9,053,838 (1) (2)

12.

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)     

 

 

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

5.03% (3)

14.

TYPE OF REPORTING PERSON (see instructions)

 

IN

 

 

(1)Represents shares held by Mr. Ledecky in his individual capacity and shares held by Ironbound Partners Fund, LLC. Mr. Ledecky is the Managing Member of Ironbound Partners Fund, LLC. Notwithstanding his dispositive and voting control over such shares, Mr. Ledecky disclaims beneficial ownership of the shares of Issuer common stock held by Ironbound Partners Fund, LLC, except to the extent of his pecuniary interest therein.

 

(2)Represents 9,053,838 shares of Issuer’s common stock, including 4,558,000 shares of Issuer common stock issuable upon exercise of warrants which are currently exercisable.

 

(3)Based on 175,616,406 shares of the Issuer’s common stock outstanding as of May 29, 2024 as reported in the Issuer’s Annual Report on Form 10-K filed with the SEC on June 3, 2024.

 

2

 

SCHEDULE 13D

 

This Amendment No. 2, filed with the Securities and Exchange Commission (“SEC”) by Jonathan J. Ledecky (the “Reporting Person”), amends the Schedule 13D initially filed jointly with the SEC by Northern Star Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Joanna Coles and the Reporting Person on June 14, 2021 with respect to the common stock, par value $0.0001 per share (“Common Stock”), of Bark, Inc. (formerly The Original BARK Company) (the “Issuer”) (the “Initial Schedule 13D”), as amended by the Schedule 13D Amendment No. 1 filed jointly by the Sponsor and the Reporting Person with the SEC on June 7, 2024 (the “Amendment No. 1”, the Initial Schedule 13D as amended thereby the “Existing Schedule 13D”, the Existing Schedule 13D as amended hereby, this “Schedule 13D”). Except as set forth below, the disclosure in the Existing Schedule 13D remains unchanged. Capitalized terms used herein which are not defined herein have the meaning given to them in the Existing Schedule 13D.

 

The percentage of beneficial ownership reflected in this Schedule 13D is based upon 175,616,406 shares of Common Stock outstanding as of May 29, 2024 as reported by the Issuer in its Annual Report on Form 10-K, as filed with the SEC June 3, 2024.

 

Item 5. Interest in Securities of the Issuer

 

Item 5 of the Existing Schedule 13D is hereby amended and restated in its entirety as follows:

 

(a)-(b) The aggregate number and percentage of Common Stock beneficially owned by the Reporting Persons (on the basis of a total of 175,616,406 shares of Common Stock outstanding as of May 29, 2024) are as follows:

 

 Jonathan J. Ledecky

 

a)  Amount beneficially owned: 9,053,838  Percentage: 5.03%
b)  Number of shares to which the Reporting Person has:    
i.  Sole power to vote or to direct the vote:   9,053,838 
ii.  Shared power to vote or to direct the vote:   0 
iii.  Sole power to dispose or to direct the disposition of:   9,053,838 
iv.  Shared power to dispose or to direct the disposition of:   0 

 

Jonathan J. Ledecky, Managing Member of Ironbound Partners Fund, LLC, has sole voting and dispositive power of the securities held by Ironbound Partners Fund, LLC. Notwithstanding his dispositive and voting control over such securities, Mr. Ledecky disclaims beneficial ownership of the securities of the Issuer held by Ironbound Partners Fund, LLC, except to the extent of his pecuniary interest therein.

 

(c) Mr. Ledecky has not effected any transactions of the Issuer’s Common Stock during the 60 days preceding the date of this report, except as described in Item 5(e) of this Schedule 13D which information is incorporated herein by reference.

 

(d) Not applicable.

 

(e) Not applicable.

 

3

 

Signatures

 

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.

 

Dated: July 17, 2024 By:

/s/ Jonathan J. Ledecky

    Jonathan J. Ledecky

  

 

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