Amendment: SEC Form SCHEDULE 13G/A filed by Smith Douglas Homes Corp.
$SDHC
Homebuilding
Consumer Discretionary
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 5)
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Smith Douglas Homes Corp (Name of Issuer) |
Smith Douglas Homes Ord Shs Class A (Title of Class of Securities) |
83207R107 (CUSIP Number) |
10/31/2025 (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)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 83207R107 |
| 1 | Names of Reporting Persons
Kayne Anderson Rudnick Investment Management, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CALIFORNIA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,350,042.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
15.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IA |
SCHEDULE 13G
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| CUSIP No. | 83207R107 |
| 1 | Names of Reporting Persons
Virtus Investment Advisers, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
MASSACHUSETTS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
929,923.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
10.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IA |
Comment for Type of Reporting Person: The amounts reported on this page are also included in the amounts reported by Kayne Anderson Rudnick Investment Management, LLC on this Schedule 13G.
SCHEDULE 13G
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| CUSIP No. | 83207R107 |
| 1 | Names of Reporting Persons
Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
897,876.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
10.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IV |
Comment for Type of Reporting Person: The amounts reported on this page are also included in the amounts reported by Virtus Investment Advisers, LLC on this Schedule 13G.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Smith Douglas Homes Corp | |
| (b) | Address of issuer's principal executive offices:
110 VILLAGE TRAIL, SUITE 215, WOODSTOCK, GA, 30188 | |
| Item 2. | ||
| (a) | Name of person filing:
(1) Kayne Anderson Rudnick Investment Management, LLC (2) Virtus Investment Advisers, LLC (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund | |
| (b) | Address or principal business office or, if none, residence:
(1) Kayne Anderson Rudnick Investment Management, LLC - 2000 Avenue of the Stars, Suite 1110, Los Angeles, 90067, CA, United States (2) Virtus Investment Advisers, LLC - One Financial Plaza, Hartford, 06103, CT, United States (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund - 101 Munson Street, Greenfield, 01301, MA, United States | |
| (c) | Citizenship:
(1) Kayne Anderson Rudnick Investment Management, LLC - CALIFORNIA (2) Virtus Investment Advisers, LLC - MASSACHUSETTS (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund- DELAWARE | |
| (d) | Title of class of securities:
Smith Douglas Homes Ord Shs Class A | |
| (e) | CUSIP No.:
83207R107 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
(1) Kayne Anderson Rudnick Investment Management, LLC: 1350042 (2) Virtus Investment Advisers, LLC: 929923 (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund: 897876 | |
| (b) | Percent of class:
(1) Kayne Anderson Rudnick Investment Management, LLC: 15.0% (2) Virtus Investment Advisers, LLC: 10.3% (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund: 10.0% | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
(1) Kayne Anderson Rudnick Investment Management, LLC: 396047 (2) Virtus Investment Advisers, LLC: 0 (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund: 0 | ||
| (ii) Shared power to vote or to direct the vote:
(1) Kayne Anderson Rudnick Investment Management, LLC: 930552 (2) Virtus Investment Advisers, LLC: 929923 (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund: 897876 | ||
| (iii) Sole power to dispose or to direct the disposition of:
(1) Kayne Anderson Rudnick Investment Management, LLC: 419490 (2) Virtus Investment Advisers, LLC: 0 (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund: 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
(1) Kayne Anderson Rudnick Investment Management, LLC: 930552 (2) Virtus Investment Advisers, LLC: 929923 (3) Virtus Equity Trust on behalf of Virtus KAR Small-Cap Growth Fund: 897876 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
With respect to securities owned by a registered investment company included in this filing, only the custodian for such investment company, has the right to receive dividends paid with respect to, and proceeds from the sale of, such securities. No other person is known to have such right, except that the shareholders of such investment company participate proportionately in any dividends and distributions so paid. | ||
| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. |
| 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.
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