SC 13G/A 1 tm2426144d1_sc13ga.htm SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, DC 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

 

Archer Aviation Inc.

(Name of Issuer)

 

 

 

Class A Common Stock, par value $0.0001

 

(Title of Class of Securities)

 

03945R102

 

(CUSIP Number)

 

September 30, 2024

 

(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)

 

x   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 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, as amended (“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).

 

 

 

 

Page 2 of 6

 

CUSIP No. 03945R 102

 

1.

Name of Reporting Person

 

Marc E. Lore

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

 

United States of America

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

 5.

Sole Voting Power

 

27,688,646

6.

Shared Voting Power

 

0

7.

Sole Dispositive Power

 

27,688,646

8.

Shared Dispositive Power

 

0

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

27,688,646

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) ¨

 

11.

Percent of Class Represented by Amount in Row 9

 

8.7%(1)

12.

Type of Reporting Person (see instructions)

 

IN

 

(1)Calculated in accordance with Rule 13(d)-3(d)(1)(i), and based on an aggregate total of 319,442,565 shares of the Issuer’s Class A Common Stock outstanding as of August 2, 2024, as reported by the Issuer in its Quarterly Report for the period ended June 30, 2024, filed on Form 10-Q with the Securities and Exchange Commission on August 9, 2024.

 

 

Page 3 of 6

 

Item 1(a)  

Name of Issuer.

 

Archer Aviation Inc. (the “Issuer”)

     
Item 1(b)  

Address of Issuer’s Principal Executive Offices.

 

190 West Tasman Drive, San Jose, CA 95134 

     
Item 2(a)  

Name of Person Filing.

 

    Marc E. Lore (the “Reporting Person”)
     
Item 2(b)  

Address of Principal Business Office or, if none, Residence.

 

The address of the principal business office of the Reporting Person is:

 

   

443 Greenwich Street, PHA 

New York, NY 10013

     
Item 2(c)  

Citizenship.

 

    United States of America
     
Item 2(d)  

Title of Class of Securities.

 

Class A Common Stock

     

Item 2(e)

  

CUSIP Number.

 

03945R102

     
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) ¨ 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) ¨ 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:________________________________.

 

 

Page 4 of 6

 

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:

 

As of September 30, 2024, the Reporting Person directly held 27,688,646 shares of the Issuer’s Class A Common Stock.

 

(b)Percent of Class:

 

As of September 30, 2024, the Reporting Person was deemed to be the beneficial owner of 8.7% of the Issuer’s outstanding Class A Common Stock. This percentage was calculated in accordance with Rule 13(d)-3(d)(1)(i), promulgated under the Securities Exchange Act of 1934, as amended, and based on an aggregate total of 319,442,565 shares of the Issuer’s Class A Common Stock outstanding as of August 2, 2024, as reported by the Issuer in its Quarterly Report for the period ended June 30, 2024, filed on Form 10-Q with the Securities and Exchange Commission on August 9, 2024.

 

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

 

(i)Sole power to vote or to direct the vote: 27,688,646

 

(ii)Shared power to vote or to direct the vote: 0

 

(iii)Sole power to dispose or to direct the disposition of: 27,688,646

 

(iv)Shared power to dispose or to direct the disposition of: 0

 

Item 5.Ownership of 5 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 5 Percent on Behalf of Another Person.

 

Item 6 is 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.

 

Item 7 is not applicable.

 

 

Page 5 of 6

 

Item 8.Identification and Classification of Members of the Group.

 

Item 8 is not applicable.

 

Item 9.Notice of Dissolution of a Group.

 

Item 9 is not applicable.

 

Item 10.Certification

 

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 § 240.141-11.

 

 

Page 6 of 6

 

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.

 

  Date: October 15, 2024 /s/ Marc E. Lore 
    Marc E. Lore