| OMB APPROVAL |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden |
SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. 1 )* | |
Mountain Crest Acquisition Corp. II | |
(Name of Issuer) | |
common stock. $0.0001 par value | |
(Title of Class of Securities) | |
62402D204 | |
(CUSIP Number) | |
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October 28, 2021 | |
(Date of Event which Requires Filing of this Statement) | |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
ý Rule 13d-1(c)
o Rule 13d-1(d)
* 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 disclosures provided in a prior cover page.
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).
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The name and address of the principal executive offices of the Issuer are:
Mountain Crest Acquisition Corp. II
311 West 43rd Street, 12th Floor
New York, NY 10036
Item 2.
This statement on Schedule 13G is being filed by:
(a) Name of Person Filing
(i)Feis Equities LLC
(ii)Lawrence M. Feis
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| (b)Address: The address of the business office of each of the Reporting Persons is:
20 North Wacker Drive Suite 2115 Chicago, Illinois 60606
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| (c)Citizenship/Place: | Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated hereto by reference for each Reporting Person. |
| (d)Title of Class of Securities: | common stock, $0.0001 par value |
| (e)CUSIP Number:
| 62402D204
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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:
(a)oBroker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)oBank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)oInsurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)oInvestment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)oAn investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)oAn employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g)oA parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)oA savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)oA 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);
(j)oGroup, in accordance with §240.13d-1(b)(1)(ii)(J).
Item 4. Ownership
The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover page for each Reporting Person and incorporated by reference herein.
The percentage set forth in row 11 of the cover page for each Reporting Person is based on 7,557,500 shares of common stock outstanding as of August 19, 2021, as reported by the Issuer in its Quarterly Report on Form 10-Q/A for the quarter ended June 30, 2021, filed with the Securities and Exchange Commission on August 20, 2021.
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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 ý
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
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. 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.
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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.
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Date:October 29, 2021
| FEIS EQUITIES LLC By:/s/ Lawrence M. Feis Managing Member LLC
LAWRENCE M. FEIS By:/s/ Lawrence M. Feis
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EXHIBIT INDEX
Ex. |
| Page No. |
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A | Joint Filing Agreement | 9 |
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The undersigned hereby agree that the statement on Schedule 13G with respect to the common stock of Mountain Crest Acquisition Corp. II dated as of October 29,2021 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
FEIS EQUITIES LLC
By:/s/ Lawrence M. Feis
Managing Member LLC
LAWRENCE M. FEIS
By:/s/ Lawrence M. Feis
Date: October 29, 2021
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