| Item 1. | |
| (a) | Name of issuer:
LUXURBAN HOTELS INC. |
| (b) | Address of issuer's principal executive offices:
2125 BISCAYNE BLVD, 2125 BISCAYNE BLVD, MIAMI, FLORIDA, 33137. |
| Item 2. | |
| (a) | Name of person filing:
(i) Goudy Park Capital LP
(ii) Goudy Park Management, LLC
(iii) James W. DeYoung Jr.
|
| (b) | Address or principal business office or, if none, residence:
(i) Goudy Park Capital LP
c/o Goudy Park Management, LLC
249 Queens Lane
Palm Beach, FL 33480
(ii) Goudy Park Management, LLC
249 Queens Lane
Palm Beach, FL 33480
(iii) James W. DeYoung Jr.
c/o Goudy Park Management, LLC
249 Queens Ave
Palm Beach, FL 33480
|
| (c) | Citizenship:
(i) Goudy Park Capital LP ? DE
(ii) Goudy Park Management, LLC ? DE
(iii) James W. DeYoung Jr. ? USA |
| (d) | Title of class of securities:
Common Stock, $0.00001 par value |
| (e) | CUSIP No.:
21985R105 |
| 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 (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) |  An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | 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) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
(i) Goudy Park Capital LP
(a) Amount Beneficially Owned: 12,108,151
(i) Goudy Park Management, LLC
(a) Amount Beneficially Owned: 12,487,386
(i) James W. DeYoung Jr.
(a) Amount Beneficially Owned: 12,487,386
|
| (b) | Percent of class:
(i) Goudy Park Capital LP
(b) Percent of Class: 17.6%
(i) Goudy Park Management, LLC
(b) Percent of Class: 18.2%
(i) James W. DeYoung Jr.
(b) Percent of Class: 18.2%
%
|
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
(i) Goudy Park Capital LP
(c)(i) Sole power to vote or to direct the vote: 0
(i) Goudy Park Management, LLC
(c)(i) Sole power to vote or to direct the vote: 0
(i) James W. DeYoung Jr.
(c)(i) Sole power to vote or to direct the vote: 0
|
| | (ii) Shared power to vote or to direct the vote:
(i) Goudy Park Capital LP
(c)(ii) Shared power to vote or to direct the vote: 12,108,151
(i) Goudy Park Management, LLC
(c)(ii) Shared power to vote or to direct the vote: 12,487,386
(i) James W. DeYoung Jr.
(c)(ii) Shared power to vote or to direct the vote: 12,487,386
|
| | (iii) Sole power to dispose or to direct the disposition of:
(i) Goudy Park Capital LP
(c)(iii)Sole power to dispose or to direct the disposition of: 0
(i) Goudy Park Management, LLC
(c)(iii)Sole power to dispose or to direct the disposition of: 0
(i) James W. DeYoung Jr.
(c)(iii)Sole power to dispose or to direct the disposition of: 0
|
| | (iv) Shared power to dispose or to direct the disposition of:
(i) Goudy Park Capital LP
(c)(iv)Shared power to dispose or to direct the disposition of: 12,108,151
(i) Goudy Park Management, LLC
(c)(iv)Shared power to dispose or to direct the disposition of: 12,487,386
(i) James W. DeYoung Jr.
(c)(iv)Shared power to dispose or to direct the disposition of: 12,487,386
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Goudy Park Management, LLC is an Exempt Reporting Adviser with the SEC. Goudy Park Management, LLC, which serves as the general partner to Goudy Park Capital, LP (the "Fund") and other private funds (collectively, the "Funds") may be deemed to be the beneficial owner of all shares of Common Stock held by the Funds. Mr. James W. DeYoung Jr., as Managing Member of Goudy Park Management, LLC, with the power to exercise investment and voting discretion, may be deemed to be the beneficial owner of all shares of Common Stock held by the Funds. Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, Goudy Park Management, LLC and Mr. DeYoung Jr. expressly disclaim beneficial ownership over any of the securities reported in this statement, and the filing of this statement shall not be construed as an admission that Goudy Park Management, LLC or Mr. DeYoung Jr. are the beneficial owner of any of the securities reported herein.
The Fund has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Statement.
|
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Goudy Park Management, LLC is an Exempt Reporting Adviser with the SEC. Goudy Park Management, LLC, which serves as the general partner to Goudy Park Capital, LP (the "Fund") and other private funds (collectively, the "Funds") may be deemed to be the beneficial owner of all shares of Common Stock held by the Funds. Mr. James W. DeYoung Jr., as Managing Member of Goudy Park Management, LLC, with the power to exercise investment and voting discretion, may be deemed to be the beneficial owner of all shares of Common Stock held by the Funds. Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, Goudy Park Management, LLC and Mr. DeYoung Jr. expressly disclaim beneficial ownership over any of the securities reported in this statement, and the filing of this statement shall not be construed as an admission that Goudy Park Management, LLC or Mr. DeYoung Jr. are the beneficial owner of any of the securities reported herein.
The Fund has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Statement. |
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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