0001104659-24-013794.txt : 20240212 0001104659-24-013794.hdr.sgml : 20240212 20240212083445 ACCESSION NUMBER: 0001104659-24-013794 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240212 DATE AS OF CHANGE: 20240212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GDEV Inc. CENTRAL INDEX KEY: 0001848739 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] ORGANIZATION NAME: 06 Technology IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-93469 FILM NUMBER: 24617503 BUSINESS ADDRESS: STREET 1: RITTER HOUSE, WICKHAMS CAY II STREET 2: PO BOX 31 CITY: ROAD TOWN, TORTOLA STATE: D8 ZIP: VG1110 BUSINESS PHONE: 35722580040 MAIL ADDRESS: STREET 1: RITTER HOUSE, WICKHAMS CAY II STREET 2: PO BOX 31 CITY: ROAD TOWN, TORTOLA STATE: D8 ZIP: VG1110 FORMER COMPANY: FORMER CONFORMED NAME: Nexters Inc. DATE OF NAME CHANGE: 20210302 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Gertsovskiy Boris CENTRAL INDEX KEY: 0001921743 ORGANIZATION NAME: FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 55, GRIVA DIGENI 3101 CITY: LIMASSOL STATE: G4 ZIP: 3101 SC 13G/A 1 tm245750d1_sc13ga.htm SC 13G/A

 

 

 

United States

Securities and Exchange Commission

Washington, D.C. 20549

 

Schedule 13G

 

(Rule 13d-102)

 

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

(Amendment No. 1)*

 

GDEV Inc.

(Name of Issuer)

 

Ordinary shares, no par value per share

(Title of Class of Securities)

 

G6529J100

(CUSIP Number)

 

January 23, 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)
¨ Rule 13d-1(c)
x  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 (“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. 90539J109 Schedule 13G Page 1 of 4

 

1

Names of Reporting Persons

 

Boris Gertsovskiy

 

2 Check the Appropriate Box if a Member of a Group (a) ¨
(b) 
¨
3

SEC Use Only

 

 

4

Citizenship or Place of Organization

 

Israel and Russian Federation

 

Number of Shares Beneficially Owned by Each Reporting Person With 5

Sole Voting Power

 

29,790,076

 

6

Shared Voting Power

 

0

 

7

Sole Dispositive Power

 

29,790,076

 

8

Shared Dispositive Power

 

0

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person

 

29,790,076

 

10

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

 

Not Applicable

 

11

Percent of Class Represented by Amount in Row 9

 

16.4%

 

12

Type of Reporting Person

 

IN

 

   

 

 

 

ITEM 1.(a) Name of Issuer:

 

GDEV Inc. (the “Issuer”).

 

(b)Address of Issuer’s Principal Executive Offices:

 

55, Griva Digeni, 3101, Limassol, Cyprus.

 

ITEM 2.(a) Name of Person Filing:

 

This statement is filed on behalf of Boris Gertsovskiy (the “Reporting Person”).

 

(b)Address or Principal Business Office:

 

The business address of the Reporting Person is 55, Griva Digeni, 3101, Limassol, Cyprus.

 

(c)Citizenship of each Reporting Person is:

 

The Reporting Person is a citizen of Israel and the Russian Federation.

 

(d)Title of Class of Securities:

 

Ordinary shares, no par value per share (“Ordinary Shares”).

 

(e)CUSIP Number:

 

G6529J100

 

ITEM 3. 

 

Not applicable.

 

ITEM 4.Ownership.

 

(a-c)

 

The ownership information presented below represents beneficial ownership of Ordinary Shares of the Issuer as of January 23, 2024, based upon 181,207,214 Ordinary Shares outstanding as of January 23, 2024, as provided by the Issuer.

 

(a) Amount beneficially owned:

 

The Reporting Person is the record holder of 29,790,076 Ordinary Shares..

 

 

 

 

(b) Percent of class: 16.4%

 

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

 

(i)Sole power to vote or to direct the vote: 29,790,076

 

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

 

(iii)Sole power to dispose or to direct the disposition of: 29,790,076

 

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

 

ITEM 5.Ownership of Five Percent or Less of a Class.

 

Not applicable.

 

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.

 

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.Certification.

 

Not applicable.

 

 

 

 

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: February 12, 2024

   
  Boris Gertsovskiy
   
  /s/ Boris Gertsovskiy