SEC Form SC 13G filed by Fifth Wall Acquisition Corp. I
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
SmartRent, Inc.
(Name of Issuer)
CLASS A COMMON STOCK, $0.0001 PAR VALUE
(Title of Class of Securities)
83193G107
(CUSIP Number)
August 24, 2021
(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 |
| 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
–10,872,108– | |||||
| 7. | SOLE DISPOSITIVE POWER
–0– | |||||
| 8. | SHARED DISPOSITIVE POWER
–10,872,108– | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
–10,872,108– | |||||
| 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
5.61% | |||||
| 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 193,716,196 shares of common stock as of August 24, 2021, as reported by the Issuer in its Current Report on Form 8-K filed with the SEC on August 30, 2021. |
| CUSIP NO. 83193G107 | 13G |
| 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
–10,872,108– | |||||
| 7. | SOLE DISPOSITIVE POWER
–0– | |||||
| 8. | SHARED DISPOSITIVE POWER
–10,872,108– | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
–10,872,108– | |||||
| 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
5.61% | |||||
| 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 193,716,196 shares of common stock as of August 24, 2021, as reported by the Issuer in its Current Report on Form 8-K filed with the SEC on August 30, 2021. |
| CUSIP NO. 83193G107 | 13G |
| 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
–10,872,108– | |||||
| 7. | SOLE DISPOSITIVE POWER
–0– | |||||
| 8. | SHARED DISPOSITIVE POWER
–10,872,108– | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
–10,872,108– | |||||
| 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
5.61% | |||||
| 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 193,716,196 shares of common stock as of August 24, 2021, as reported by the Issuer in its Current Report on Form 8-K filed with the SEC on August 30, 2021. |
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: 10,872,108 Shares |
| (b) | Percent of class: 5.61% |
| (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: –10,872,108– |
| (iii) | Sole power to dispose or to direct the disposition of: –0– |
| (iv) | Shared power to dispose or to direct the disposition of: –10,872,108– |
For LENX:
| (a) | Amount beneficially owned: 10,872,108Shares |
| (b) | Percent of class: 5.61% |
| (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: --10,872,108-- |
| (iii) | Sole power to dispose or to direct the disposition of: --0-- |
| (iv) | Shared power to dispose or to direct the disposition of: --10,872,108-- |
For LEN FW Investor:
| (a) | Amount beneficially owned: 10,872,108 Shares |
| (b) | Percent of class: 5.61% |
| (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: --10,872,108-- |
| (iii) | Sole power to dispose or to direct the disposition of: --0-- |
| (iv) | Shared power to dispose or to direct the disposition of: --10,872,108-- |
Item 5. Not applicable.
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.
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: September 1, 2021
| LEN FW INVESTOR, LLC | ||
| By: | /s/ Mark Sustana | |
| Name: | Mark Sustana | |
| Title: | Vice President | |
EXHIBIT INDEX
| Exhibit 1. | List of Members of Group |