o
|
Rule 13d-1(b) |
x
|
Rule 13d-1(c) |
o
|
Rule 13d-1(d) |
CUSIP No. 78404K103
|
13G
|
Page 2 of 5 Pages
|
1
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NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Steven Cohen
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) o
(b) o
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3
|
SEC USE ONLY
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||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
1,013,370 Shares
|
|
6
|
SHARED VOTING POWER
0 Shares
|
||
7
|
SOLE DISPOSITIVE POWER
1,013,370 Shares
|
||
8
|
SHARED DISPOSITIVE POWER
0 Shares
|
||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,013,370 Shares
|
||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
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11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13.9%
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||
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN
|
CUSIP No. 78404K103
|
13G
|
Page 3 of 5 Pages
|
Item 1(a).
|
Name of Issuer:
|
SGC Financial Acquisition Corp.
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Item 1(b.)
|
Address of Issuer's Principal Executive Offices:
|
500 North Central Expressway, Suite 175, Plano, TX 75074
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|
Item 2(a).
|
Name of Persons Filing:
|
Steven Cohen
|
|
Item 2(b).
|
Address of Principal Business Office or, if None, Residence:
|
The business address of Mr. Cohen is 3 Highland Court, Old Westbury, New York 11568
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|
Item 2(c).
|
Citizenship:
|
Mr. Cohen is a United States citizen.
|
|
Item 2(d).
|
Title of Class of Securities:
|
Common Stock, par value $.0001 per share
|
|
Item 2(e).
|
CUSIP Number:
|
78404K103
|
|
Item 3.
|
If This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
|
(a)
|
o |
Broker or dealer registered under Section 15 of the Exchange Act;
|
|
(b)
|
o |
Bank as defined in Section 3(a)(6) of the Exchange Act;
|
|
(c)
|
o |
Insurance company as defined in Section 3(a)(19) of the Exchange Act;
|
|
(d)
|
o |
Investment company registered under Section 8 of the Investment Company Act;
|
|
(e)
|
o |
An investment adviser in accordance with Rule 13d-1(b)(ii)(E);
|
|
(f)
|
o |
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
|
|
(g)
|
o |
A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G)
|
|
(h)
|
o |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
|
|
(i)
|
o |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
|
|
(j)
|
o |
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
|
CUSIP No. 78404K103
|
13G
|
Page 4 of 5 Pages
|
Item 4.
|
Ownership
|
(a)
|
Amount beneficially owned:
|
|
Mr. Cohen beneficially owns 1,013,370 shares of common stock, which shares are issuable upon exercise of presently exercisable warrants.
|
(b)
|
Percent of Class:
13.9%
|
(c)
|
Number of shares as to which such person has:
|
|
(i)
|
Sole power to vote or to direct the vote:
1,013,370 shares
|
|
(ii)
|
Shared power to vote or to direct the vote:
0 shares
|
|
(iii)
|
Sole power to dispose or to direct the disposition of:
1,013,370 shares
|
|
(iv)
|
Shared power to dispose or to direct the disposition of:
0 shares
|
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.
|
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.
|
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.
|
Certifications.
|
CUSIP No. 78404K103
|
13G
|
Page 5 of 5 Pages
|
Dated: June 21, 2013
|
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|
By:
|
/s/ Steven Cohen | |
Steven Cohen
|