0001172661-22-000812.txt : 20220214 0001172661-22-000812.hdr.sgml : 20220214 20220214173356 ACCESSION NUMBER: 0001172661-22-000812 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220214 DATE AS OF CHANGE: 20220214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Social Leverage Acquisition Corp I CENTRAL INDEX KEY: 0001834755 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-93537 FILM NUMBER: 22635306 BUSINESS ADDRESS: STREET 1: 8390 E. VIA DE VENTURA SUITE F110-207 CITY: SCOTTSDALE STATE: AZ ZIP: 85258 BUSINESS PHONE: (302) 492-7522 MAIL ADDRESS: STREET 1: 8390 E. VIA DE VENTURA SUITE F110-207 CITY: SCOTTSDALE STATE: AZ ZIP: 85258 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Holocene Advisors, LP CENTRAL INDEX KEY: 0001700574 IRS NUMBER: 364833999 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 15 EAST 26TH STREET, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 646-779-6439 MAIL ADDRESS: STREET 1: 15 EAST 26TH STREET, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 SC 13G 1 holocene-slac123121.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. )*



Social Leverage Acquisition Corp I

(Name of Issuer)

 

Class A common stock, Par Value $0.001 Per Share

(Title of Class of Securities)

 

83363K102

(CUSIP Number)

 

 

December 31, 2021
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

x Rule 13d-1(b)

o Rule 13d-1(c)

o 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 in 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.  83363K102
 SCHEDULE 13G
Page 2 of 8 Pages

 

         
1
NAME OF REPORTING PERSONS
 
Holocene Advisors, LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
 
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
2,166,177
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,166,177
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,166,177
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.28%
12
TYPE OF REPORTING PERSON
 
PN, IA

 
 

CUSIP No.  83363K102
 SCHEDULE 13G
Page 3 of 8 Pages

 

         
1
NAME OF REPORTING PERSONS
 
J. Brandon Haley
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
 
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
 
0
6
SHARED VOTING POWER
 
2,166,177
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,166,177
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,166,177
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.28%
12
TYPE OF REPORTING PERSON
 
IN, HC

 
 

 

CUSIP No. 83363K102
 SCHEDULE 13G
Page 4 of 8 Pages

 

Item 1.(a) Name of Issuer

Social Leverage Acquisition Corp I

Item 1.(b) Address of Issuer’s Principal Executive Offices

8390 E. Via de Ventura, Suite F110-207

Scottsdale, Arizona 85258

Item 2.(a) Names of Person Filing

This statement is filed by Holocene Advisors, LP (the “Investment Manager”) and J. Brandon Haley (“Mr. Haley”). The foregoing persons are hereinafter sometimes referred to as the “Reporting Persons.”

 

The Investment Manager is a registered investment adviser and serves as the investment manager of certain private investment funds, including Holocene Advisors Master Fund Ltd. (the “Investment Fund”). Mr. Haley may be deemed to beneficially own the reported securities by virtue of the fact that Mr. Haley indirectly controls the Investment Manager.

 

The filing of this statement should not be construed as an admission that any Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, as amended, the beneficial owner of the securities reported herein.

 

Item 2.(b) Address of Principal Business Office

Holocene Advisors, LP

15 East 26th Street, 8th Floor

New York, NY 10010

 

J. Brandon Haley

c/o Holocene Advisors, LP

15 East 26th Street, 8th Floor

New York, NY 10010

 

Item 2.(c) Citizenship or Place of Organization

Investment Manager – Delaware

 

Mr. Haley – United States of America

  

Item 2.(d) Title of Class of Securities

Class A common stock, Par Value $0.001 Per Share

 

Item 2.(e) CUSIP No.:

83363K102

 

CUSIP No.  83363K102
 SCHEDULE 13G
Page 5 of 8 Pages

 

 

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);
 
  (e) x 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)(1)(ii)(G);
 
  (h) ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
  (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);
 
  (j) ¨ A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
 
  (k) ¨ A group, in accordance with §240.13d-1(b)(1)(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:                            
       

 

CUSIP No. 83363K102
 SCHEDULE 13G
Page 6 of 8 Pages

 

 

Item 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned: 2,166,177

(b) Percent of class: 6.28%

(c) Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 2,166,177

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 2,166,177

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 five percent of the class of securities, check the following [].

Item 6. Ownership of More Than Five Percent on Behalf of Another Person

The Investment Fund has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, the Shares.

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. Certification

By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

 
CUSIP No. 83363K102
 SCHEDULE 13G
Page 7 of 8 Pages

 

 

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 14, 2022

 

 

 

 

Holocene Advisors, LP

       
  By:  /s/ Eric M. Albert
   

Name: Eric M. Albert

Title: Chief Compliance Officer
       
 

J. Brandon Haley

       
  By:  /s/ J. Brandon Haley
   

J. Brandon Haley

       

 

 
CUSIP No. 83363K102
 SCHEDULE 13G
Page 8 of 8 Pages

 

Exhibit I

 

JOINT FILING STATEMENT

 

PURSUANT TO RULE 13d-1(k)

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

 

Dated: February 14, 2022

 

 

Holocene Advisors, LP

       
  By:  /s/ Eric M. Albert
   

Name: Eric M. Albert

Title: Chief Compliance Officer
       
 

J. Brandon Haley

       
  By:  /s/ J. Brandon Haley
   

J. Brandon Haley