SEC Form SC 13G/A filed by NextPlat Corp (Amendment)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
NEXTPLAT CORP
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
68557F209
(CUSIP Number)
December 14, 2023
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ☐ | Rule 13d-1(b) | |
| ☒ | Rule 13d-1(c) | |
| ☐ | 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 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. 68557F209 |
Page 2 of 6 Pages |
| 1 | NAMES OF REPORTING PERSONS:
|
| Robert D. Keyser., Jr | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
|
| (a) ☐ | |
| (b) ☐ | |
| 3 | SEC USE ONLY: |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION:
|
| Florida |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
1,785,174 (1) |
| 6 | SHARED VOTING POWER:
0 | |
| 7 | SOLE DISPOSITIVE POWER:
1,785,174 (1) | |
| 8 | SHARED DISPOSITIVE POWER:
0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
|
| 1,785,174 (1) | |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
|
| ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
|
| 9.99% (1) | |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
|
| IN |
(1) Consists of 152,161 shares of common stock held by Robert D. Keyser, Jr., 528,344 shares of common stock held by Sixth Borough Capital Fund, LP, 150,000 shares of common stock held by Ark Financial Services, Inc., and 65,245 shares of common stock held by Auxol Capital, LLC. Mr. Keyser has voting and dispositive power with respect to shares held by Sixth Borough Capital Fund, LP, Ark Financial Services, Inc., and Auxol Capital, LLC. The Reporting Person, through the forgoing entities, owns warrants to purchase an aggregate of 1,322,395 shares of common stock, however the Reporting Person’s beneficial ownership from such warrants has been limited to 889,424 shares due to the exercise limitations of such warrants. The percentages presented are based on 17,869,616 shares outstanding pursuant to the Form 10-K filed with the SEC on March 31, 2023 and the Form 8-K filed on April 13, 2023. The amount set forth in the table represents the ownership of the reporting person as of the date hereof.
CUSIP No. 68557F209 |
Page 3 of 6 Pages |
| 1 | NAMES OF REPORTING PERSONS:
|
| Sixth Borough Capital Fund, LP | |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
|
| (a) ☐ | |
| (b) ☐ | |
| 3 | SEC USE ONLY: |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION:
|
| Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
891,693 (1) |
| 6 | SHARED VOTING POWER:
0 | |
| 7 | SOLE DISPOSITIVE POWER:
891,693 (1) | |
| 8 | SHARED DISPOSITIVE POWER:
0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
|
| 891,693 (1) | |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
|
| ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
|
| 4.99% (1) | |
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
|
| PN |
(1) Consists of 528,344 shares of common stock held by Sixth Borough Capital Fund, LP and 363,349 shares from warrants. The Reporting Person owns warrants to purchase an aggregate of 528,344 shares of common stock, however the Reporting Person’s beneficial ownership from such warrants has been limited to 363,349 shares due to the exercise limitations of such warrants. The percentages presented are based on 17,869,616 shares outstanding pursuant to the Form 10-K filed with the SEC on March 31, 2023 and the Form 8-K filed on April 13, 2023. The amount set forth in the table represents the ownership of the reporting person as of the date hereof.
Explanatory Note: Due to an administrative error, the Schedule 13G filed on April 7, 2023, over reported the numbers of securities beneficially owned by the Reporting Person(s). This Amendment No. 1 to Schedule 13G is filed to correct such error.
CUSIP No. 68557F209 |
Page 4 of 6 Pages |
| Item 1(a) | Name of Issuer: |
| NEXTPLAT CORP | |
| Item 1(b) | Address of Issuer’s Principal Executive Offices: |
3250 Mary St., Suite 410, Coconut Grove, FL 33133 | |
| Item 2(a) | Name of Person Filing: |
This statement is filed by:
(i) Robert D. Keyser, Jr.; and (ii) Sixth Borough Capital Fund, LP.
The foregoing person(s) are hereinafter sometimes collectively referred to as the “Reporting Persons.”
The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the common stock reported herein. | |
| Item 2(b) | Address of Principal Business Office or, if none, Residence: |
The address of the principal business office for each of the Reporting Persons is:
1515 N. Federal Highway, #300, Boca Raton, FL 33432 | |
| Item 2(c) | Citizenship: |
Florida (Robert D. Keyser, Jr.) Delaware (Sixth Borough Capital Fund, LP) | |
| Item 2(d) | Title of Class of Securities: |
| Common stock, $0.0001 par value | |
| Item 2(e) | CUSIP Number: |
| 68557F209 | |
| 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: |
|
(a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
(j) A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);
(k) Group, in accordance with 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
CUSIP No. 68557F209 |
Page 5 of 6 Pages |
| 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 hereto and is incorporated herein by reference for each such Reporting Person.
| |
| 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 5 percent of the class of securities, check the following [ ]. | |
| 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. |
Not applicable |
CUSIP No. 68557F209 |
Page 6 of 6 Pages |
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.
April 24, 2023
Sixth Borough Capital Fund LP | ||
| By: | /s/ Robert D. Keyser, Jr. | |
| Name: | Robert D. Keyser, Jr. | |
| Title: | Managing Partner | |
Robert D. Keyser, Jr. | ||
| /s/ Robert D. Keyser, Jr. | ||