☐ | 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 disclosures provided in a prior cover page. |
CUSIP No. 05637B105 |
1. | NAMES OF REPORTING PERSONS Gleb Budman | |||||||||||||||||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☐ | |||||||||||||||||||
3. | SEC USE ONLY | |||||||||||||||||||
4. | CITIZENSHIP OR PLACE OF ORGANIZATION USA | |||||||||||||||||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER 2,580,510 (1)(2) | ||||||||||||||||||
6. | SHARED VOTING POWER 0 | |||||||||||||||||||
7. | SOLE DISPOSITIVE POWER 2,580,510 (1)(2) | |||||||||||||||||||
8. | SHARED DISPOSITIVE POWER 0 | |||||||||||||||||||
9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,580,510 (1)(2) | |||||||||||||||||||
10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐ | |||||||||||||||||||
11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 14.6% (3)(4) | |||||||||||||||||||
12. | TYPE OF REPORTING PERSON (see instructions) IN |
(1) | Consists of 238,000 shares of Class A Common Stock and 2,342,510 shares of Class B Common Stock. | ||||
(2) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to voting and conversion rights. Each share of Class A Common Stock is entitled to one vote per share. Each share of Class B Common Stock is entitled to ten votes per share and is convertible into one share of Class A Common Stock, including at the option of the holder thereof. | ||||
(3) | Calculated by dividing (a) the number of shares of Class A Common Stock and Class B Common Stock reported as beneficially owned as set forth in row 9 by (b) 15.3 million shares of the Issuer’s Class A Common Stock outstanding as of November 1, 2022 as reported by the Issuer in its Form 10-Q for the quarter ended September 30, 2022, filed with the United States Securities and Exchange Commission on November 10, 2022, plus 2,342,510 shares of Class B Common Stock beneficially owned by the Reporting Person. | ||||
(4) | The percentage ownership of the Reporting Person reported in this Schedule 13G does not give effect to the ten votes per share of Class B Common Stock because these shares are treated as converted into Class A Common Stock for the purpose of this Schedule 13G. |
Item 1(a). | Name of Issuer: |
Item 1(b). | Address of Issuer’s Principal Executive Offices: |
Item 2(a). | Name of Person Filing: |
Item 2(b) | Address of Principal Business Office, or if None, Residence: |
Item 2(c). | Citizenship: |
Item 2(d). | Title of Class of Securities: |
Item 2(e). | CUSIP Number: |
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: |
Item 4. | Ownership. |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
Item 8. | Identification and Classification of Members of the Group. |
Item 9. | Notice of Dissolution of the Group. |
Item 10. | Certifications. |
By: | /s/ Gleb Budman | |||||||
Gleb Budman |