1
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NAMES OF REPORTING PERSONS
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Brian McNulty, Individually and as Trustee of the Bay Shore Trust
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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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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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10,000
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8
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SHARED VOTING POWER
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4,519,318
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9
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SOLE DISPOSITIVE POWER
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10,000
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10
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SHARED DISPOSITIVE POWER
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4,519,318
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,529,318 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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28.70% (2)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
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Includes 3,859,318 shares of common stock, par value $0.0001 per share (the “Common Stock”) beneficially owned by the Bay Shore Trust, of which Brian McNulty is trustee; 660,000 shares of Common Stock beneficially owned by another
trust of which Brian McNulty is trustee; and 10,000 shares of Common Stock directly held by Brian McNulty.
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(2)
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Based on 14,780,885 shares of Common Stock of the Issuer outstanding as of September 15, 2023, as disclosed in the Issuer’s Periodic Report on Form 10-Q (the “Form 10-Q”), which was filed with the
Securities and Exchange Commission (the “SEC”) on September 15, 2023.
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1
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NAMES OF REPORTING PERSONS
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Bay Shore Trust
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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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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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3,859,318
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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3,859,318
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,859,318
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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24.46% (1)
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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(1)
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Based on 14,780,885 shares of Common Stock of the Issuer outstanding as of September 15, 2023, as disclosed in the Issuer’s Form 10-Q.
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Item 1.
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Security and Issuer
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Item 2.
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Identity and Background
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(a)
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This Amendment is being filed jointly by (1) McNulty, individually and in his capacity as trustee of Bay Shore Trust; and (2) the Trust (collectively, the “Reporting Persons”). The joint filing agreement
of the Reporting Persons is attached hereto as Exhibit 99.1.
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(b)
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The principal business address of the Reporting Persons is 900 West Platt Street, Suite 200, Tampa, Florida 33606.
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(c)
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The principal business of McNulty is business owner and sports coaching. The principal occupation of the Trust is to administer the assets of the Trust for the benefit of the beneficiaries thereof.
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(d)-(e)
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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.
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(f)
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McNulty is a citizen of the United States.
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Item 3.
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Source and Amount of Funds or Other Consideration
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Item 4.
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Purpose of Transaction
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Item 5.
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Interest in Securities of the Company
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(a)-(b)
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As of the date of this Amendment, Trust beneficially owns 3,859,318 shares of Company Common Stock, which represents 24.46% of the Company Common Stock as of the date hereof. McNulty is the sole trustee of
Trust, and by virtue of such relationship, McNulty is deemed to have shared voting and investment power with respect to the Company Common Stock held by Trust. Individually, McNulty holds and has sole voting and dispositive power over
10,000 shares of Company Common Stock, which represents 0.07% of the Company Common Stock as of the date hereof, and together with the shares held by Trust and another trust of which McNulty is the sole trustee, McNulty has shared
dispositive power over 4,519,318 shares of Company Common Stock, which represents 25.50% of the Company Common Stock as of the date hereof.
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(c)
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Except as described in this Amendment, 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.
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(d)
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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.
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(e)
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Not applicable.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Company
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Item 7.
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Material to be Filed as Exhibits
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Exhibit No.
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Description
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99.1
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Joint Filing Agreement
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BAY SHORE TRUST
By: /s/ Brian McNulty
Brian McNulty, Trustee of the Bay Shore Trust
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/s/ Brian McNulty
Brian McNulty
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BAY SHORE TRUST
By: /s/ Brian McNulty
Brian McNulty, Trustee of the Bay Shore Trust
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/s/ Brian McNulty
Brian McNulty
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