SEC Form SC 13G/A filed by Model N Inc. (Amendment)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

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

Page 1 of 11 Pages

*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).

---

Schedule 13G/A
CUSIP No. 607525102		Page 2 of 11 Pages

1	NAMES OF REPORTING PERSONS
	Joshua Schwartz
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			61,060
		6	SHARED VOTING POWER
			0
		7	SOLE DISPOSITIVE POWER
			61,060
		8	SHARED DISPOSITIVE POWER
			0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	61,060
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	Less Than 1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

Schedule 13G/A
CUSIP No. 607525102		Page 3 of 11 Pages

1	NAMES OF REPORTING PERSONS
	JL Nominees Pty Ltd in its capacity as trustee for Justin Liberman Family Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	State of Victoria, Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			250,000
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			250,000
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	250,000
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	Less Than 1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

Schedule 13G/A
CUSIP No. 607525102		Page 4 of 11 Pages

1	NAMES OF REPORTING PERSONS
	Justin Liberman
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			250,000
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			250,000
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	250,000
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	Less Than 1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

Schedule 13G/A
CUSIP No. 607525102		Page 5 of 11 Pages

1	NAMES OF REPORTING PERSONS
	LL Nominees Pty Ltd in its capacity as trustee for Laini Liberman Family Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	State of Victoria, Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			400,000
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			400,000
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	400,000
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

Schedule 13G/A
CUSIP No. 607525102		Page 6 of 11 Pages

1	NAMES OF REPORTING PERSONS
	Laini Liberman
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			400,000
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			400,000
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	400,000
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

Schedule 13G/A
CUSIP No. 607525102		Page 7 of 11 Pages

1	NAMES OF REPORTING PERSONS
	NL Nominees Pty Ltd in its capacity as trustee for Nic Liberman Family Trust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	State of Victoria, Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			800,000
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			800,000
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	800,000
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	2.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

Schedule 13G/A
CUSIP No. 607525102		Page 8 of 11 Pages

1	NAMES OF REPORTING PERSONS
	Nic Liberman
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			800,000
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			800,000
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	800,000
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	2.1%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

Schedule 13G/A
CUSIP No. 607525102		Page 9 of 11 Pages

Item 1(a).

Name of Issuer:

Item 1(b).

Address of Issuer's Principal Executive Offices:

Item 2(a).

Name of Persons Filing:

(i)

Joshua Schwartz, a United States citizen; Justin Liberman, an Australia citizen; Laini Liberman, an Australia citizen; and Nic Liberman, an Australia citizen

(ii)

JL Nominees Pty Ltd in its capacity as trustee for Justin Liberman Family Trust, a State of Victoria, Australia proprietary company (“JL Nominees”); LL Nominees Pty Ltd in its capacity as trustee for Laini Liberman Family Trust, a State of Victoria, Australia proprietary company (“LL Nominees”); NL Nominees Pty Ltd in its capacity as trustee for Nic Liberman Family Trust, a State of Victoria, Australia proprietary company (“NL Nominees,” and together with JL Nominees and LL Nominees, the “Nominees”).

Item 2(b).

Address of Principal Business Office or, if None, Residence:

Item 2(c).

Citizenship:

Item 2(d).

Title of Class of Securities:

Item 2(e).

CUSIP Number

Item 3.

If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Item 4.

Ownership

	Reporting Person	Number of Shares Beneficially Owned	Number of Shares: Sole Power to Vote or Direct the Vote/Sole Power to Dispose or Direct the Disposition	Number of Shares: Shared Power to Vote or Direct the Vote/ Shared Power to Dispose or Direct the Disposition	Percentage of Class*
	Joshua Schwartz (1)	61,060	61,060	0	**
	JL Nominees (1)	250,000	0	250,000	**
	Justin Liberman (1)	250,000	0	250,000	**
	LL Nominees (1)	400,000	0	400,000	1.06%
	Laini Liberman (1)	400,000	0	400,000	1.06%
	NL Nominees (1)	800,000	0	800,000	2.12%
	Nic Liberman (1)	800,000	0	800,000	2.12%
	Group Total	1,511,060			4.00%

Item 5.

Ownership of Five Percent or Less of a Class.

Item 6.

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

Item 7.

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

Item 8.

Identification and Classification of Members of the Group.

Item 9.

Notice of Dissolution of Group.

Item 10.

Certifications:

	/s/ Joshua Schwartz		/s/ Justin Liberman
	Joshua Schwartz		Justin Liberman
	/s/ Laini Liberman		/s/ Nic Liberman
	Laini Liberman		Nic Liberman

JL Nominees Pty Ltd in its capacity as trustee for Justin Liberman Family Trust			LL Nominees Pty Ltd in its capacity as trustee for Laini Liberman Family Trust
By:	/s/ Justin Liberman		By:	/s/ Laini Liberman
	Name: Justin Liberman			Name: Laini Liberman
	Title: Director			Title: Director
NL Nominees Pty Ltd in its capacity as trustee for Nic Liberman Family Trust
By:	/s/ Nic Liberman
	Name: Nic Liberman
	Title: Director