1
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NAME OF REPORTING PERSONS
Robert Bollinger
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) ☐
(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
United States
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NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
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SOLE VOTING POWER
51,069,546*
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
51,069,546*
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,069,546
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10
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CHECK BOX 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)
6.8%**
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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Item 1(a). |
Name of Issuer:
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Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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Item 2(a). |
Name of Person Filing:
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Item 2(b). |
Address of Principal Business Office or, if none, Residence:
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Item 2(c). |
Citizenship:
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Item 2(d). |
Title of Class of Securities:
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Item 2(e). |
CUSIP Number:
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Item 3. |
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:
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Item 4. |
Ownership:
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(a) |
Amount Beneficially Owned: 51,069,546 shares of Common Stock. Includes 15,436,863 Earnout Shares are deposited into an escrow account for the benefit of Robert
Bollinger pursuant to the Common Stock Purchase Agreement (the “Purchase Agreement”), dated as of September 7, 2022, by and between the Company and the Reporting Person. These Earnout Shares are subject to release from escrow to Robert
Bollinger after a period of 18 months, and during such additional time such shares of the Issuer’s Common Stock remain subject to any claims for indemnification made by a Purchaser Indemnified Person (as defined in the Common Stock Purchase
Agreement, dated as of September 7, 2022, by and among the Issuer, Bollinger Motors, and Robert Bollinger). Before these Earnout Shares are released, Robert Bollinger has the power to vote, but not dispose of, these Earnout Shares.
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(b) |
Percent of Class: 6.8% (Percent of class is calculated based on 746,612,277 shares of Common Stock of the Issuer outstanding as of September 14, 2022.)
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(c) |
Number of shares as to which such person has:
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(i) |
sole power to vote or to direct the vote: 51,069,546
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(ii) |
shared power to vote or to direct the vote: 0
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(iii) |
sole power to dispose or to direct the disposition of: 51,069,546
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(iv) |
shared power to dispose or to direct the disposition of: 0
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Item 5. |
Ownership of Five Percent or Less of a Class:
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person:
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company or Control Person:
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Item 8. |
Identification and Classification of Members of the Group:
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Item 9. |
Notice of Dissolution of Group:
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Item 10. |
Certification:
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