0001023128-24-000021.txt : 20240205 0001023128-24-000021.hdr.sgml : 20240205 20240205202311 ACCESSION NUMBER: 0001023128-24-000021 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240205 DATE AS OF CHANGE: 20240205 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SHIFT TECHNOLOGIES, INC. CENTRAL INDEX KEY: 0001762322 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 825325852 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90966 FILM NUMBER: 24597745 BUSINESS ADDRESS: STREET 1: 2525 16TH STREET STREET 2: SUITE 316 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (815) 575-6739 MAIL ADDRESS: STREET 1: 2525 16TH STREET STREET 2: SUITE 316 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 FORMER COMPANY: FORMER CONFORMED NAME: Insurance Acquisition Corp. DATE OF NAME CHANGE: 20181218 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LITHIA MOTORS INC CENTRAL INDEX KEY: 0001023128 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 930572810 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 150 NORTH BARTLETT STREET CITY: MEDFORD STATE: OR ZIP: 97501 BUSINESS PHONE: 541-776-6401 MAIL ADDRESS: STREET 1: 150 NORTH BARTLETT STREET CITY: MEDFORD STATE: OR ZIP: 97501 SC 13G 1 a2023q413g-shifttechnologi.htm SC 13G Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Shift Technologies, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
82452T107
(CUSIP Number)
December 31, 2023
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐    Rule 13d-1(b)
☒    Rule 13d-1(c)
☐    Rule 13d-1(d)


    
*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 the 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).



CUSIP No. 82452T107
1NAMES OF REPORTING PERSONS
Lithia Motors Inc.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)    ☐
(b)    ☐    
3SEC USE ONLY
4CITIZENSHIP OR PLACE OF ORGANIZATION
Oregon
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH		5SOLE VOTING POWER
0
6SHARED VOTING POWER
0
7SOLE DISPOSITIVE POWER
0
8SHARED DISPOSITIVE POWER
0
9AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
☐
11PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
12
TYPE OF REPORTING PERSON (See Instructions)
OO



Item 1.    (a)    Name of Issuer:
Shift Technologies, Inc.
    (b)    Address of Issuer's Principal Executive Offices:
P.O. Box 1664, San Bruno, CA 94066
Item 2. (a)    Name of Person Filing:
Lithia Motors, Inc.
    (b)    Address of Principal Business Office or, if None, Residence:
150 North Bartlett Street, Medford, OR
    (c)    Citizenship:
Lithia Motors, Inc. is an Oregon corporation.
    (d)    Title of Class of Securities:
Class Common A Stock
    (e)    CUSIP Number:
82452T107
Item 3.     If This Statement is Filed Pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), Check Whether the Person Filing is a:
(a)    ☐    Broker or dealer registered under Section 15 of the Act.
(b)    ☐    Bank as defined in Section 3(a)(6) of the Act.
(c)    ☐    Insurance company as defined in Section 3(a)(19) of the Act.
(d)    ☐    Investment company registered under Section 8 of the Investment Company Act of 1940.
(e)    ☐    An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)    ☐    An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)    ☐    A parent holding company or control person in accordance with § 240.13d-1(b)(l)(ii)(G);
(h)    ☐    A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
(i)    ☐    A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
(j)    ☐    A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
(k)    ☐    Group, in accordance with § 240.13d-1(b)(l)(ii)(K).
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1(ii)(j), please specify the type of institution: ________________
Not Applicable.



Item 4.    Ownership.
(a)    Amount beneficially owned:
None
(b)    Percent of class:
0%
(c)    Number of shares as to which such person has:
(i)    Sole power to vote or to direct the vote: 0
(ii)    Shared power to vote or to direct the vote: 0
(iii)    Sole power to dispose or to direct the disposition of: 0
(iv)    Shared power to dispose of or to direct the disposition of: 0
Item 5.    Ownership of Five Percent or Less of a Class.

    If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☒.
Item 6.    Ownership of More than Five Percent on Behalf of Another Person.
    Not Applicable.
Item 7.     Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
    Not Applicable.
Item 8.    Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a11.


SIGNATURE

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: February 5, 2024LITHIA MOTORS, INC.
By:/s/ Tina Miller
Tina Miller
Senior Vice President and Chief Financial Officer