SEC Form SC 13G filed by Isos Acquisition Corporation
Isos Acquisition Corp.
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(Name of Issuer)
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Class A Ordinary Shares, par value $0.0001 per share
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(Title of Class of Securities)
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G4962C112
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(CUSIP Number)
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October 18, 2021
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(Date of Event Which Requires Filing of this Statement)
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Telemark Asset Management, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)⊠
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
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0
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|||||
6
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SHARED VOTING POWER
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1,391,851 shares
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7
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SOLE DISPOSITIVE POWER
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0
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|||||
8
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SHARED DISPOSITIVE POWER
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||||
See Row 6 above
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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||||
See Row 6 above
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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5.46%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA;OO
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1
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NAMES OF REPORTING PERSONS
|
||||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|||||
Telemark Fund, LP
|
|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)⊠
|
|||||
3
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SEC USE ONLY
|
||||
4
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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
|
||||
1,391,851 shares
|
|||||
7
|
SOLE DISPOSITIVE POWER
|
||||
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
|
||||
See Row 6 above
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
See Row 6 above
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||||
5.46%
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||||
PN
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|||||
1
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NAMES OF REPORTING PERSONS
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||||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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|||||
Colin McNay
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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||||
(a)☐
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|||||
(b)⊠
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|||||
3
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SEC USE ONLY
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||||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
|
|||
0
|
|||||
6
|
SHARED VOTING POWER
|
||||
1,391,851 shares
|
|||||
7
|
SOLE DISPOSITIVE POWER
|
||||
0
|
|||||
8
|
SHARED DISPOSITIVE POWER
|
||||
See Row 6 above
|
|||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
See Row 6 above
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
||||
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
||||
5.46%
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||||
IN
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Item 1(a).
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Name of Issuer:
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Item 1(b).
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Address of Issuer's Principal Executive Offices:
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Item 2(a).
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Name of Person Filing:
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
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Item 2(c).
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Citizenship:
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Item 2(d).
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Title of Class of Securities:
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Item 2(e).
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CUSIP Number:
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Item 3.
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If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing Is a(n):
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(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) |
☐ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);
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(f) |
☐ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);
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(g) |
☐ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);
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(h) |
☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i) |
☐ 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 Section 240.13d-1(b)(1)(ii)(J);
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(k) |
☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
____________________________ .
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned:
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(b)
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Percent of class:
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(c)
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Number of shares as to which the person has:
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(i) |
Sole power to vote or to direct the vote: 0
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(ii) |
Shared power to vote or to direct the vote: 1,391,851 shares
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(iii) |
Sole power to dispose or to direct the disposition of: 0
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(iv) |
Shared power to dispose or to direct the disposition of: 1,391,851 shares
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certification.
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TELEMARK ASSET MANAGEMENT, LLC
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By:
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/s/ Brian C. Miley | |
Name: Brian C. Miley
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Title: Chief Financial Officer
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TELEMARK FUND, LP
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By: Telemark Asset Management, LLC,
investment adviser
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By:
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/s/ Brian C. Miley | |
Name: Brian C. Miley
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Title: Chief Financial Officer
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By:
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/s/ Colin McNay | |
Name: Colin McNay
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Title: President and sole owner of
Telemark Asset Management, LLC
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Exhibit
|
Description of Exhibit
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