SEC Form SC 13G/A filed

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Arcimoto, Inc.

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

039587100

(CUSIP Number)

December 31, 2020

(Date of Event Which Requires Filing of this Statement)

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

*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. 039587100

*Based 34,200,555 shares outstanding as reported by the issuer in its Prospectus Supplement dated January, 25 2021, filed pursuant to Rule 424(b)(5) (Registration No. 333-227683).

CUSIP No. 039587100

*Based 34,200,555 shares outstanding as reported by the issuer in its Prospectus Supplement dated January 25, 2021, filed pursuant to Rule 424(b)(5) (Registration No. 333-227683).

This Schedule 13G is being filed by FOD Capital, Inc. (“FOD Capital”) and Michael T. Raymond (the “Manager”) with regard to common stock and a warrant convertible into common stock of Arcimoto, Inc., an Oregon corporation (the “Issuer”). FOD Capital is a family investment fund organized as a limited liability company under the laws of the State of Florida. The investments of FOD Capital are managed by its manager. The power to vote and dispose or direct the disposition of the securities of the issuer on behalf of FOD Capital is vested in Mr. Raymond, as portfolio manager. As of the date of signing of this report, Mr. Raymond, as the Manager of FOD Capital, has the sole power to vote and dispose or direct the disposition of 470,001 shares of common stock (or securities convertible into common stock) of the Issuer owned by FOD Capital.

The principal business office of FOD Capital, Inc. is located at:

7009 Shrimp Road

Suite 4

Key West, FL 33040

The principal business office of Michael T. Raymond is located at:

Michael T. Raymond

2600 W. Big Beaver Rd.

Suite 300

Troy MI 48084

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not Applicable.

Item 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

FOD Capital -- 470,001

Mr. Raymond -- 470,001

FOD Capital -- 1.4%*

Mr. Raymond -- 1.4%*

FOD Capital -- 470,001

Mr. Raymond -- 470,001

FOD Capital -- 470,001

Mr. Raymond -- 470,001

*Based 34,200,555 shares outstanding as reported by the issuer in its Prospectus Supplement dated January 25, 2021, filed pursuant to Rule 424(b)(5) (Registration No. 333-227683).

Item 5. Ownership of Five Percent or Less of a Class

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 x.

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Not applicable

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not Applicable.

Item 8. Identification and Classification of Members of the Group

Not Applicable.

Item 9. Notice of Dissolution of Group

Not Applicable.

Item 10. Certifications

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.

Dated: February 12, 2021

Joint Filing Agreement Pursuant to Rule 13d-1

This agreement is made pursuant to Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934 (the “Act”) by and among the parties listed below, each referred to herein as a “Joint Filer”. The Joint Filers agree that a statement of beneficial ownership as required by Sections 13(g) or 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13G or Schedule 13D, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1.

Dated: February 12, 2021