1
|
NAME OF REPORTING PERSON
George Cappy, Individually and as Trustee of the Bay Shore Trust
|
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
20,000
|
||
8
|
SHARED VOTING POWER
3,740,270
|
|||
9
|
SOLE DISPOSITIVE POWER
20,000
|
|||
10
|
SHARED DISPOSITIVE POWER
3,740,270
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,760,270 (1)
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.88% (2)
|
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14
|
TYPE OF REPORTING PERSON
IN
|
(1)
|
Includes 3,740,270 shares of common stock, par value $0.0001 per share (the “Common Stock”) beneficially owned by the Bay Shore Trust, of which George Cappy is trustee.
|
(2)
|
Based on 14,745,170 shares of Common Stock of the Issuer outstanding as of August 2, 2023, as disclosed in the Issuer’s Registration Statement on Form S-1 (File No. 333-273024), which was originally filed with the Securities and Exchange
Commission (the “SEC”) on June 29, 2023, as amended (the “Registration Statement”), and in the prospectus included therein and filed separately on August 4, 2023 (the “Prospectus”).
|
1
|
NAME OF REPORTING PERSON
Bay Shore Trust
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
3,740,270
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
3,740,270
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,740,270
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.76% (1)
|
|||
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Based on 14,745,170 shares of Common Stock of the Issuer outstanding as of August 2, 2023, as disclosed in the Registration Statement and the Prospectus.
|
Item 1. |
Security and Issuer
|
Item 2. |
Identity and Background
|
(a) |
This Schedule 13D is being filed jointly by (1) George Cappy, individually and in his capacity as trustee of Bay Shore Trust (“Cappy”); and (2) the Trust (collectively, the “Reporting Persons”). The
joint filing agreement of the Reporting Persons is attached hereto as Exhibit 99.1.
|
(b) |
The principal business address of the Reporting Persons is 900 West Platt Street, Suite 200, Tampa, Florida 33606.
|
(c) |
The principal business of Cappy is lawyer. The principal occupation of the Trust is to administer the assets of the Trust for the benefit of the beneficiaries thereof.
|
(d)-(e) |
During the last five years, none of the Reporting Persons (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of such proceedings was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violations with respect at such laws.
|
(f) |
Cappy is a citizen of the United States.
|
Item 3. |
Source and Amount of Funds or Other Consideration
|
Item 4. |
Purpose of Transaction
|
Item 5. |
Interest in Securities of the Company
|
(c) |
Except as described in this Schedule 13D, including in Item 3, there have been no transactions in the shares of Company Common Stock effected by the Reporting Persons during the last 60 days.
|
(d) |
To the best knowledge of the Reporting Persons, none of the Reporting Persons has or knows any other person who has the right to receive or the power to direct the receipt of dividends from, or the proceeds from
the sale of, and Company Common Stock beneficially owned by the Reporting Persons.
|
Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Company.
|
Item 7. |
Material to be Filed as Exhibits
|
Exhibit No.
|
Description
|
99.1
|
Joint Filing Agreement
|
|
BAY SHORE TRUST
By: /s/ George Cappy
George Cappy, Trust
|
/s/ George Cappy
George Cappy, Trust |
|
BAY SHORE TRUST
By: /s/ George Cappy
George Cappy, Trust
|
/s/ George Cappy
George Cappy, Trust |