1
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NAMES OF REPORTING PERSONS
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Westchester Capital Management, LLC
27-3790558
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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51,737 shares
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6
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SHARED VOTING POWER
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712,303 shares
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7
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SOLE DISPOSITIVE POWER
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51,737 shares
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8
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SHARED DISPOSITIVE POWER
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712,303 shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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764,040 shares
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.80%*
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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1
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NAMES OF REPORTING PERSONS
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Westchester Capital Partners, LLC
13-3869675
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
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(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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19,498 shares
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6
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SHARED VOTING POWER
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None
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7
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SOLE DISPOSITIVE POWER
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19,498 shares
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8
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SHARED DISPOSITIVE POWER
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None
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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19,498 shares
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||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.20%*
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12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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1
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NAMES OF REPORTING PERSONS
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Virtus Investment Advisers, Inc.
04-2453743
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
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|
|||
3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Massachusetts
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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None
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||||
6
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SHARED VOTING POWER
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712,303 shares
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|||
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||||
7
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SOLE DISPOSITIVE POWER
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None
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||||
8
|
SHARED DISPOSITIVE POWER
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||
712,303 shares
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|||
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|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|
||
712,303 shares
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|
|||
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|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
||
☐
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|||
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|
||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.28%*
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|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
IA
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|
|||
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1
|
NAMES OF REPORTING PERSONS
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The Merger Fund
14-1698547
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|
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
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|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
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Massachusetts
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|
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|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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None
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|
|||
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|
||||
6
|
SHARED VOTING POWER
|
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||
657,507 shares
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|||
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|
||||
7
|
SOLE DISPOSITIVE POWER
|
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|
||
None
|
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|
|||
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|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
657,507 shares
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|
|
|||
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|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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|
||
657,507 shares
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|
|||
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|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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||
6.72%*
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|||
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|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
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|
||
IV
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|
|||
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Item 1(a).
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Name of Issuer
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Item 1(b). |
Address of Issuer’s Principal Executive Offices
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Item 2(a). |
Name of Person Filing
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Item 2(b). |
Address or Principal Business Office or, if none, Residence:
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Item 2(c). |
Citizenship
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Item 2(d). |
Title of Class of Securities
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Item 2(e). |
CUSIP Number
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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:
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(a)
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☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 73c).
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(c)
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☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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☒ Investment company registered under section 8 of the Investment Company Act of 1940(15 U.S.C. 80a-8).
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(e)
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☒ An investment adviser in accordance with §13d-1(b)(1)(ii)(E).
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(f)
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☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
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(g)
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☐ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
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(h)
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☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
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(i)
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☐ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
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(j)
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☐ Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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☐ If this statement is filed pursuant to §240.13d-1(c), check this box.
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Item 4. |
Ownership
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Item 5. |
Ownership of Five Percent or Less of a Class
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person
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Item 7. |
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company:
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Item 8. |
Identification and Classification of Members of the Group
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Item 9. |
Notice of Dissolution of Group
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Item 10. |
Certification
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Dated: February 14, 2024
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WESTCHESTER CAPITAL MANAGEMENT, LLC
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By:
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/s/ CaSaundra Wu
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Name:
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CaSaundra Wu
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Title:
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CCO
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WESTCHESTER CAPITAL PARTNERS, LLC
|
|||
By:
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/s/ CaSaundra Wu | ||
Name:
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CaSaundra Wu
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Title:
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CCO
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VIRTUS INVESTMENT ADVISERS, INC.
|
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By:
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/s/ David Fusco | ||
Name:
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David Fusco
|
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Title:
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Chief Compliance Officer
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THE MERGER FUND
|
|||
By:
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/s/ Daphne Chisolm
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Name:
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Daphne Chisolm
|
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Title:
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Vice President, Counsel and Assistant Secretary
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Dated: February 14, 2024
|
|||
WESTCHESTER CAPITAL MANAGEMENT, LLC
|
|||
By:
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/s/ CaSaundra Wu
|
||
Name:
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CaSaundra Wu
|
||
Title:
|
CCO
|
WESTCHESTER CAPITAL PARTNERS, LLC
|
|||
By:
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/s/ CaSaundra Wu | ||
Name:
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CaSaundra Wu
|
||
Title:
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CCO
|
VIRTUS INVESTMENT ADVISERS, INC.
|
|||
By:
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/s/ David Fusco | ||
Name:
|
David Fusco
|
||
Title:
|
Chief Compliance Officer
|
THE MERGER FUND
|
|||
By:
|
/s/ Daphne Chisolm | ||
Name:
|
Daphne Chisolm
|
||
Title:
|
Vice President, Counsel and Assistant Secretary
|