1
|
NAMES OF REPORTING PERSONS
|
|
|
||
GENEVE HOLDINGS, INC.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☒
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
WC
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
DELAWARE
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
9,145,226
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
9,145,226
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
9,145,226*
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
62.5%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
* |
A portion of these shares of Common Stock is also reported as beneficially owned by Argent Investors Management Corporation, SIC Securities Corp. and SMH Associates
Corp. See Item 5 of this Schedule 13D.
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
ARGENT INVESTORS MANAGEMENT CORPORATION
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☒
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
WC
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
NEW YORK
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
1,980,000
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
1,980,000
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
1,980,000*
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
13.5%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
* |
These shares of Common Stock are also reported as beneficially owned by Geneve Holdings, Inc. See Item 5 of this Schedule 13D.
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
SIC SECURITIES CORP.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☒
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
WC
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
DELAWARE
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
3,610,859
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
3,610,859
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
3,610,859*
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
24.7%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
* |
These shares of Common Stock are also reported as beneficially owned by Geneve Holdings, Inc. See Item 5 of this Schedule 13D.
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
SMH ASSOCIATES CORP.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☒
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
WC
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
DELAWARE
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
3,554,367
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
3,554,367
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
3,554,367*
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
24.3%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
* |
These shares of Common Stock are also reported as beneficially owned by Geneve Holdings, Inc. See Item 5 of this Schedule 13D.
|
Joint Filing Agreement, dated July 15, 2021, among Geneve Holdings, Inc., Argent Investors Management Corporation, SIC Securities Corp., and SMH
Associates Corp.
|
|||
Directors and Executive Officers of the Reporting Persons
|
GENEVE HOLDINGS, INC.
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
Chairman, Chief Executive Officer and President
|
||
SIC SECURITIES CORP.
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
President
|
||
SMH ASSOCIATES CORP.
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
President
|
||
ARGENT INVESTORS
MANAGEMENT CORPORATION
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
Chairman and President
|
||
July 15, 2021
|
GENEVE HOLDINGS, INC.
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
Chairman, Chief Executive Officer and President
|
||
ARGENT INVESTORS
MANAGEMENT CORPORATION
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
Chairman and President
|
||
SIC SECURITIES CORP.
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
President
|
||
SMH ASSOCIATES CORP.
|
||
By:
|
/s/Steven B. Lapin
|
|
Steven B. Lapin
|
||
President
|
Name and Position
|
Principal Occupation
|
Principal Business Address
|
Barbara Netter
Director and Senior Vice
President
|
Senior Vice President,
Geneve Corporation
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Steven B. Lapin
Director and Chairman, Chief
Executive Officer and President
|
Chairman, Chief Executive
Officer and President,
Geneve Holdings, Inc.
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Roy T.K. Thung
Director and Executive Vice
President
|
Chairman and Chief Executive
Officer,
Independence Holding Company
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Name and Position
|
Principal Occupation
|
Principal Business Address
|
Steven B. Lapin
Chairman, President and
Director
|
Chairman, Chief Executive
Officer and President,
Geneve Holdings, Inc.
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Roy T.K. Thung
Vice President and Director
|
Chairman and Chief Executive
Officer,
Independence Holding Company
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Name and Position
|
Principal Occupation
|
Principal Business Address
|
Steven B. Lapin
President and Director
|
Chairman, Chief Executive
Officer and President,
Geneve Holdings, Inc.
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Roy T.K. Thung
Vice President and Director
|
Chairman and Chief Executive
Officer,
Independence Holding Company
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Name and Position
|
Principal Occupation
|
Principal Business Address
|
Steven B. Lapin
President and Director
|
Chairman, Chief Executive
Officer and President,
Geneve Holdings, Inc.
|
96 Cummings Point Road
Stamford, Connecticut 06902
|
Roy T.K. Thung
Vice President and Director
|
Chairman and Chief Executive
Officer,
Independence Holding Company
|
96 Cummings Point Road
Stamford, Connecticut 06902
|