SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2(a)
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
| CBAK ENERGY TECHNOLOGY, INC. |
| (Name of Issuer) |
COMMON STOCK, PAR VALUE $0.001
(Title of Class of Securities)
| 14986C 102 |
| (CUSIP Number) |
| Yunfei Li |
| BAK Industrial Park, Meigui Street, Huayuankou Economic Zone, |
| Dalian, China 116450 |
| 86-411-39185985 |
| (Name, Address and Telephone Number of Person |
| Authorized to Receive Notices and Communications) |
| September 4, 2019 |
| (Date of Event which Requires Filing Statement on Schedule 13D) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☐.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* 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 disclosures provided in a prior cover page.
The information required on 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: 14986C 102
| 1. |
NAMES OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Yunfei Li | |
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ |
(b) ☐
| ||
| 3. |
SEC USE ONLY
| |
| 4. |
SOURCE OF FUNDS
PF | |
| 5. |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f) |
☐
|
| 6. |
CITIZENSHIP OR PLACE OF ORGANIZATION
People’s Republic of China | |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7. | SOLE VOTING POWER
|
8,597,419 (1) |
| 8. | SHARED VOTING POWER
|
0 | |
| 9. | SOLE DISPOSITIVE POWER
|
8,597,419 (1) | |
| 10. | SHARED DISPOSITIVE POWER
|
0 |
| 11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,597,419 shares of common stock | |
| 12. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
☐
|
| 13. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.47%(2) | |
| 14. |
TYPE OF REPORTING PERSON
IN | |
(1) Including 50,000 restricted shares of the Company’s common stock granted to the Reporting Person vested but have not been issued and 66,667 shares of the Company’s common stock underlying the restricted share units (“RSUs”) granted to the Report Person under the Company’s 2015 Equity Incentive Plan that will vest within the next 60 days.
(2) Assumes 44,160,309 shares of common stock outstanding as of the date of this statement on Schedule 13D, including 44,043,642 shares of common stock issued and outstanding, 50,000 restricted shares of the Company’s common stock granted to the Reporting Person vested but have not been issued and 66,667 shares of the Company’s common stock underlying the RSUs that will vest within the next 60 days.
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This Amendment No. 3 to Schedule 13D (this “Amendment No. 3”) relates to the common stock, par value $0.001 per share (the “Common Stock”) of CBAK Energy Technology, Inc. (the “Company”).
This Amendment No. 3 is being filed by Yunfei Li (the “Reporting Person”) to amend and supplement the Reporting Person’s Amendment No. 2 to Schedule 13D previously filed with the Securities and Exchange Commission (the “SEC”) on January 18, 2019 (the “Schedule 13D”). Except as provided herein, this Amendment No. 3 does not modify any of the information previously reported on the Schedule 13D. Capitalized terms used but not defined herein have the meanings assigned to them in the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of Schedule 13D is supplemented by adding the following at the end thereof:
On August 23, 2019, pursuant to the CBAK Energy Technology, Inc. 2015 Equity Incentive Plan, the Company granted an aggregate of 400,000 restricted share units (the “RSUs”), to the Reporting Person. Each RSU represents the contingent right to receive one share of the Company’s common stock upon vesting of the unit. All of the RSUs vest semi-annually in 6 equal installments over a three year period with the first vesting on September 30, 2019. The Reporting Person entered into a standard restricted share units award agreement with the Company.
On September 4, 2019, the Reporting Person acquired 2,938,067 shares of common stock of the Company by cancelling a loan of $3.08 million that the Company owed to the Reporting Person, at the exchange price of $1.05 per share. Upon receipt of the shares, the Reporting Person released the Company from any claims, demands and other obligations relating to the loan.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated in its entirety as follows:
(a) – (b) As of the date of this statement, the Reporting Person beneficially owns 8,597,419 shares of Common Stock, representing approximately 19.47% of the outstanding Common Stock of the Company, assuming 44,160,309 shares of common stock outstanding as of the date of this Amendment No. 3, including 44,043,642 shares of common stock issued and outstanding, 50,000 restricted shares of the Company’s common stock granted to the Reporting Person vested but have not been issued and 66,667 shares of the Company’s common stock underlying the RSUs that will vest within the next 60 days. The Reporting Person has sole voting and dispositive power over the shares of common stock of which he beneficially owns.
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(c) Other than the transactions described Item 3 above, the Reporting Person has not been involved in any transactions involving Common Stock of the Company in the last 60 days.
(d) None.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 6 is hereby amended and supplemented by adding the following at the end thereof:
The description of the principal terms of the Cancellation Agreement, dated January 7, 2019, under Item 3 is incorporated herein by reference in its entirety.
The description of the grant of RSUs to the Reporting Person under Item 3 is incorporated herein by reference in its entirety.
To the best knowledge of the Reporting Person, except as provided herein and in the Schedule 13D, there are no other contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Person and any other person with respect to any securities of the Company, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, divisions of profits or loss, or the giving or withholding of proxies, or a pledge or contingency, the occurrence of which would give another person voting power over the securities of the Company.
Item 7. Material to be Filed as Exhibits.
Item 7 of Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:
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SIGNATURES
After reasonable inquiry and to the best of his and its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: September 13, 2019
| /s/ Yunfei Li | |
| Yunfei Li |
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