0001193125-22-076163.txt : 20220315 0001193125-22-076163.hdr.sgml : 20220315 20220315164003 ACCESSION NUMBER: 0001193125-22-076163 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20220315 DATE AS OF CHANGE: 20220315 GROUP MEMBERS: LEN X, LLC GROUP MEMBERS: LENX FW INVESTOR, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SmartRent, Inc. CENTRAL INDEX KEY: 0001837014 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-92297 FILM NUMBER: 22741709 BUSINESS ADDRESS: STREET 1: 18835 N. THOMPSON PEAK PARKWAY STREET 2: SUITE 300 CITY: SCOTTSDALE STATE: AZ ZIP: 85255 BUSINESS PHONE: 844.479.1555 MAIL ADDRESS: STREET 1: 18835 N. THOMPSON PEAK PARKWAY STREET 2: SUITE 300 CITY: SCOTTSDALE STATE: AZ ZIP: 85255 FORMER COMPANY: FORMER CONFORMED NAME: Fifth Wall Acquisition Corp. I DATE OF NAME CHANGE: 20201217 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LENNAR CORP /NEW/ CENTRAL INDEX KEY: 0000920760 STANDARD INDUSTRIAL CLASSIFICATION: GEN BUILDING CONTRACTORS - RESIDENTIAL BUILDINGS [1520] IRS NUMBER: 954337490 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 700 NW 107TH AVENUE STREET 2: SUITE 400 CITY: MIAMI STATE: FL ZIP: 33172 BUSINESS PHONE: 3055594000 MAIL ADDRESS: STREET 1: 700 NW 107TH AVENUE STREET 2: SUITE 400 CITY: MIAMI STATE: FL ZIP: 33172 FORMER COMPANY: FORMER CONFORMED NAME: PACIFIC GREYSTONE CORP /DE/ DATE OF NAME CHANGE: 19940323 SC 13G/A 1 d313690dsc13ga.htm SC 13G/A NO. 1 SC 13G/A No. 1

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

SmartRent, Inc.

(Name of Issuer)

CLASS A COMMON STOCK, $0.0001 PAR VALUE

(Title of Class of Securities)

83193G107

(CUSIP Number)

March 11, 2022

(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)

 

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. 83193G107       13G/A

 

  1.    

  NAMES OF REPORTING PERSONS

  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

  Lennar Corporation

  2.  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)  ☐        (b)  ☐

 

  3.  

  SEC USE ONLY

 

  4.  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Delaware

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

   5.    

  SOLE VOTING POWER

 

  -0-

   6.  

  SHARED VOTING POWER

 

  -8,257,061-

   7.  

  SOLE DISPOSITIVE POWER

 

  -0-

   8.  

  SHARED DISPOSITIVE POWER

 

  -8,257,061-

  9.    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  -8,257,061-

10.  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

  ☐

11.  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  4.3%

12.  

  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

  HC

 

**

The percentage of shares beneficially owned as set forth in row 11 above is based on a total of 193,864,107 shares of Class A Common Stock outstanding as of November 8, 2021, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on November 10, 2021.


CUSIP NO. 83193G107       13G/A

 

 

  1.    

  NAMES OF REPORTING PERSONS

  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

  LEN X, LLC

  2.  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)  ☐        (b)  ☐

 

  3.  

  SEC USE ONLY

 

  4.  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Florida

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

   5.    

  SOLE VOTING POWER

 

  -0-

   6.  

  SHARED VOTING POWER

 

  -8,257,061-

   7.  

  SOLE DISPOSITIVE POWER

 

  -0-

   8.  

  SHARED DISPOSITIVE POWER

 

  -8,257,061-

  9.    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  -8,257,061-

10.  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

  ☐

11.  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  4.3%

12.  

  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

  HC

 

**

The percentage of shares beneficially owned as set forth in row 11 above is based on a total of 193,864,107 shares of Class A Common Stock outstanding as of November 8, 2021, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on November 10, 2021.


CUSIP NO. 83193G107       13G/A

 

  1.    

  NAMES OF REPORTING PERSONS

  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

  LEN FW Investor, LLC

  2.  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)  ☐        (b)  ☐

 

  3.  

  SEC USE ONLY

 

  4.  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Delaware

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

   5.    

  SOLE VOTING POWER

 

  -0-

   6.  

  SHARED VOTING POWER

 

  -8,257,061-

   7.  

  SOLE DISPOSITIVE POWER

 

  -0-

   8.  

  SHARED DISPOSITIVE POWER

 

  -8,257,061-

  9.    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  -8,257,061-

10.  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

  ☐

11.  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  4.3%

12.  

  TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

  PN

 

**

The percentage of shares beneficially owned as set forth in row 11 above is based on a total of 193,864,107 shares of Class A Common Stock outstanding as of November 8, 2021, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the SEC on November 10, 2021.


CUSIP NO. 83193G107       13G/A

 

Item 1(a). Name of Issuer:

SmartRent, Inc. (the “Issuer”)

Item 1(b). Address of Issuer’s Principal Executive Offices:

18835 N. Thompson Peak Parkway, Suite 300

Scottsdale, AZ 85255

Item 2(a). Name of Person Filing:

This Schedule 13G is being filed by Lennar Corporation (“Lennar”), a Delaware Corporation, Len X, LLC (“LenX”), a Florida limited liability company, and LEN FW Investor, LLC (“Len FW” and, together with Lennar and LenX, the “Reporting Persons”), a Delaware limited liability company. LenX is wholly owned by Lennar and is the sole member of Len FW.

Item 2(b). Address of Principal Business Office or, if None, Residence:

The address of the principal business office of each of the Reporting Persons:

700 Northwest 107th Avenue, Suite 400

Miami, FL 33172

Item 2(c). Citizenship:

Lennar — Delaware

LenX — Florida

Len FW — Delaware

Item 2(d). Title of Class of Securities:

Class A Common Stock, par value $0.0001 per share

Item 2(e). CUSIP Number:

83193G107

Item 3. Not Applicable.

Item 4. Ownership.

For Lennar:

 

(a)    Amount beneficially owned: 8,257,061 Shares
(b)    Percent of class: 4.3%
(c)    Number of shares as to which such person has:
   (i)    Sole power to vote or to direct the vote: –0–
   (ii)    Shared power to vote or to direct the vote: –8,257,061–
   (iii)    Sole power to dispose or to direct the disposition of: –0–
   (iv)    Shared power to dispose or to direct the disposition of: –8,257,061–

For LENX:

 

(a)    Amount beneficially owned: 8,257,061 Shares
(b)    Percent of class: 4.3%
(c)    Number of shares as to which such person has:
   (i)    Sole power to vote or to direct the vote: —0—


CUSIP NO. 83193G107       13G/A

 

        (ii)    Shared power to vote or to direct the vote: –8,257,061–
   (iii)    Sole power to dispose or to direct the disposition of: —0—
   (iv)    Shared power to dispose or to direct the disposition of: –8,257,061–

For LEN FW Investor:

 

(a)    Amount beneficially owned: 8,257,061 Shares
(b)    Percent of class: 4.3%
(c)    Number of shares as to which such person has:
   (i)    Sole power to vote or to direct the vote: —0—
   (ii)    Shared power to vote or to direct the vote: –8,257,061–
   (iii)    Sole power to dispose or to direct the disposition of: —0—
   (iv)    Shared power to dispose or to direct the disposition of: –8,257,061–

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 persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ☒

Item 6. Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

LenX is wholly owned by Lennar and is the sole member of Len FW.

Item 8. Identification and Classification of Members of the Group.

Exhibit 1 sets forth information regarding the identity of members of a group. The Reporting Persons disclaim membership in a group and this report shall not be deemed an admission by any of the Reporting Persons that they are or may be members of a “group” for purposes of Rule 13d-5 or for any other purpose.

Item 9. Notice of Dissolution of Group.

Not applicable.

Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.


CUSIP NO. 83193G107       13G/A

 

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: March 15, 2022

 

LENNAR CORPORATION
By:  

/s/ Mark Sustana

Name:   Mark Sustana
Title:   Vice President, General Counsel and Secretary
LEN X, LLC
By:  

/s/ Mark Sustana

Name:   Mark Sustana
Title:   Vice President
LENX FW INVESTOR, LLC
By:  

/s/ Mark Sustana

Name:

Title:

 

Mark Sustana

Vice President


CUSIP NO. 83193G107       13G/A

 

EXHIBIT INDEX

 

Exhibit 1.    List of Members of Group
Exhibit 2.    Joint Filing Agreement
EX-99.1 2 d313690dex991.htm EX-1 EX-1

Exhibit 1

Members of Group

Lennar Corporation

LEN X, LLC

LEN FW Investor, LLC

EX-99.2 3 d313690dex992.htm EX-2 EX-2

Exhibit 2

JOINT FILING AGREEMENT

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is inaccurate.

Dated: March 15, 2022

 

LENNAR CORPORATION
By:  

/s/ Mark Sustana

Name:   Mark Sustana
Title:   Vice President, General Counsel and Secretary
LEN X, LLC
By:  

/s/ Mark Sustana

Name:   Mark Sustana
Title:   Vice President
LENX FW INVESTOR, LLC
By:  

/s/ Mark Sustana

Name:

Title:

 

Mark Sustana

Vice President