SEC Form SC 13G filed by Grupo Supervielle S.A.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No.  )*

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Grupo Supervielle S.A.

(Name of Issuer)

 

Class B shares of Common Stock, par value Pesos 1.00 per share

(Title of Class of Securities)

 

40054A108**

(CUSIP Number)

 

January 30, 2023

(Date of Event Which Requires Filing of this Statement)

 

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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

**  CUSIP assigned to the American Depositary Shares (“ADSs”) (each representing five Class B shares of common stock of Grupo Supervielle S.A.), which are listed on the New York Stock Exchange.

 

The information required on 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. 40054A108

CUSIP No. 40054A108

CUSIP No. 40054A108

(b).

Address of Issuer’s Principal Executive Office

Bartolomé Mitre 434, C1036AAH, Buenos Aires, Republic of Argentina.

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

Class B shares of common stock, par value Pesos 1.00 per share (“Class B Shares”).

Not applicable.

The responses to Items 5-11 of the cover pages of this Schedule 13G are incorporated herein by reference.

On January 30, 2023, Julio Patricio Supervielle gifted an aggregate of 2,181,400 American Depositary Shares (“ADSs”), each representing five Class B Shares (an equivalent of 10,907,000 Class B Shares) and an aggregate of 13,156,435 Class B Shares to the Reporting Persons, who are the children of Julio Patricio Supervielle. As of the date hereof, Matías Jules Bernard Supervielle beneficially owns 8,497,495 Class B Shares, consisting of (i) 4,861,830 Class B Shares and 3,635,665 Class B Shares represented by 727,133 ADSs, Jacques Patrick Supervielle beneficially owns 8,497,495 Class B Shares, consisting of (i) 4,861,825 Class B Shares and 3,635,670 Class B Shares represented by 727,134 ADSs, and Natasha Pilar Laurencia Supervielle beneficially owns 8,497,495 Class B Shares, consisting of (i) 4,861,830 Class B Shares and 3,635,665 Class B Shares represented by 727,133 ADSs.

Calculations of the percentage of Class B Shares beneficially owned are based on 394,984,134 Class B Shares outstanding as of September 30, 2022, as reported in the Form 6-K filed by the Issuer with the Securities and Exchange Commission on December 6, 2022. Subject to certain exceptions, Class B Shares are entitled to one vote per share and Class A shares of common stock are entitled to five votes per share.  The Reporting Persons’ aggregate beneficial ownership of Class B Shares comprise approximately 3.6% of the outstanding voting power and approximately 5.6% of the outstanding capital stock of the Company based on 61,738,188 Class A shares of common stock and 394,984,134 Class B Shares outstanding as of September 30, 2022, as reported in the Form 6-K filed by the Issuer with the Securities and Exchange Commission on December 6, 2022.

The Reporting Persons are parties to a Stockholder Agreement (the “Stockholder Agreement”), which contains, among other things, certain provisions relating to transfer of, and coordination of the voting of, securities of the Issuer by the parties thereto.  By virtue of the Stockholder Agreement and the obligations and rights thereunder, the Reporting Persons may be deemed a “group” within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended. The Reporting Persons expressly disclaim beneficial ownership over any Class B Shares that they may be deemed to beneficially own solely by reason of the Stockholder Agreement.

As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of the percentage of Class B Shares listed on such Reporting Person’s cover page.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☐

Not applicable.

Not applicable.

See Item 4(a) above.

Not applicable.

Each of the Reporting Persons hereby makes the following 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.

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.

EXHIBIT LIST

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