SEC Form SC 13D/A filed by InfuSystems Holdings Inc. (Amendment)

Christopher Sansone

c/o Sansone Advisors, LLC

151 Bodman Place, Suite 100

Red Bank, New Jersey 07701

Telephone Number: (914) 715-8847

(Name, Address and Telephone Number of Person Authorized to Receive

Notices and Communications)

The funds for the purchase of the 1,612,194 Shares beneficially owned by Sansone Advisors came from the working capital of the Sansone Funds. No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes (including certain leverage arrangements) in the ordinary course of business.

The funds for the purchase of the 1,612,194 Shares beneficially owned by Sansone Capital Management came from the working capital of the Sansone Funds. No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes (including certain leverage arrangements) in the ordinary course of business.

The funds for the purchase of the 1,464,916 Shares directly owned by Sansone Partners came from its working capital. No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes (including certain leverage arrangements) in the ordinary course of business.

The funds for the purchase of the 1,670,543 Shares beneficially owned by Mr. Sansone came from: (i) the working capital of the Sansone Funds; and (ii) the exercise of stock options received by Mr. Sansone in connection with his prior service on the Issuer’s board of directors (the “Board”). No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes (including certain leverage arrangements) in the ordinary course of business.

The Shares beneficially owned by the Reporting Persons were acquired for investment in the ordinary course of the Reporting Persons’ investment activities.

This Schedule 13D/A is being filed to report: (i) that, effective as of the Issuer’s 2023 annual meeting of its stockholders on May 16, 2023, Mr. Sansone no longer serves as a member of the Board; and (ii) a change in the Reporting Persons’ respective beneficial ownership percentages.

Except as otherwise set forth herein, the Reporting Persons do not have any present plans or proposals which would relate to, or result in, the matters set forth in subparagraphs (a) – (j) of Item 4 of Schedule 13D. However, subject to market conditions and in compliance with applicable securities laws, the Reporting Persons reserve the right, at a later date, to effect one or more of such changes or transactions in the number of Shares they may be deemed to beneficially own in open-market transactions or privately negotiated transactions. The Reporting Persons may also communicate with the Issuer’s management, the Board and other holders of Shares from time to time.

As of the date hereof, Sansone Advisors may be deemed to be the beneficial owner of 1,612,194 Shares, constituting 7.6% of the Shares, based upon 21,183,526 Shares outstanding as of the date hereof. Sansone Advisors has the sole power to vote or direct the vote of 0 Shares and the shared power to vote or direct the vote of 1,612,194 Shares. Sansone Advisors has the sole power to dispose or direct the disposition of 0 Shares and the shared power to dispose or direct the disposition of 1,612,194 Shares.

As of the date hereof, Sansone Capital Management may be deemed to be the beneficial owner of 1,612,194 Shares, constituting 7.6% of the Shares, based upon 21,183,526 Shares outstanding as of the date hereof. Sansone Capital Management has the sole power to vote or direct the vote of 0 Shares and the shared power to vote or direct the vote of 1,612,194 Shares. Sansone Capital Management has the sole power to dispose or direct the disposition of 0 Shares and the shared power to dispose or direct the disposition of 1,612,194 Shares.

As of the date hereof, Sansone Partners may be deemed to be the beneficial owner of 1,464,916 Shares, constituting 6.9% of the Shares, based upon 21,183,526 Shares outstanding as of the date hereof. Sansone Partners has the sole power to vote or direct the vote of 0 Shares and the shared power to vote or direct the vote of 1,464,916 Shares. Sansone Partners has the sole power to dispose or direct the disposition of 0 Shares and the shared power to dispose or direct the disposition of 1,464,916 Shares.

As of the date hereof, Mr. Sansone may be deemed to be the beneficial owner of 1,670,543 Shares, constituting 7.9% of the Shares, based upon 21,183,526 Shares outstanding as of the date hereof. Mr. Sansone has the sole power to vote or direct the vote of 58,349 Shares and the shared power to vote or direct the vote of 1,612,194 Shares. Mr. Sansone has the sole power to dispose or direct the disposition of 58,349 Shares and the shared power to dispose or direct the disposition of 1,612,194 Shares.

There have been no transactions by the Reporting Persons in the Shares during the past 60 days.

(e)

N/A

The information set forth in Item 4 above is incorporated by reference in its entirety in this Item 6. The Reporting Persons do not have any contract, arrangement, understanding or relationship with any person with respect to securities of the Issuer that is not described in Item 4 above and/or incorporated herein by reference.

Exhibit A:  Joint Filing Agreement

Sansone Partners, LP*

By: Sansone Capital Management, LLC

Its general partner

Sansone Partners, LP

By: Sansone Capital Management, LLC

Its general partner