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

    2/13/23 10:00:03 PM ET
    $PEGA
    EDP Services
    Technology
    Get the next $PEGA alert in real time by email
    SC 13G/A 1 pegasc13ga2-021423.htm
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C.  20549
    SCHEDULE 13G
    (RULE 13d - 102)
    INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b)
    (Amendment No. 2)*
    PEGASYSTEMS INC.
    (Name of Issuer)
    Common Stock, par value $0.01 per share
    (Title of Class of Securities)
    BMG9456A1009
    (CUSIP Number)
    December 31, 2022
    (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)
    [X]            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 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 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).


    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Capital Partners, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    1,460,505
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    1,460,505
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    1,460,505
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    1.8%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Wavefront, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    375,805
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    375,805
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    375,805
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    Less than 1%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Gibraltar, LP – Series I
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    59,841
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    59,841
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    59,841
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    Less than 1%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN
     
     



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Capital Partners Offshore Master Fund, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (b)    [ ]
       
    3.
    SEC USE ONLY
       
    4.
    CITIZENSHIP OR PLACE OF ORGANIZATION
       
     
    Cayman Islands
       
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
       
    5.
    SOLE VOTING POWER
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    1,119,298
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    1,119,298
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    1,119,298
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    1.4%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Capital Partners Offshore, Ltd.
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (b)    [ ]
       
    3.
    SEC USE ONLY
       
    4.
    CITIZENSHIP OR PLACE OF ORGANIZATION
       
     
    Cayman Islands
       
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
       
    5.
    SOLE VOTING POWER
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    1,119,298
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    1,119,298
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    1,119,298
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    1.4%
       
    12.
    TYPE OF REPORTING PERSON
     
     
        CO
       

    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Qena Capital Partners Offshore Master Fund, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (b)    [ ]
       
    3.
    SEC USE ONLY
       
    4.
    CITIZENSHIP OR PLACE OF ORGANIZATION
       
     
    Cayman Islands
       
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
       
    5.
    SOLE VOTING POWER
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    73,385
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    73,385
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    73,385
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    Less than 1%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Capital Partners Long, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    0
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    0
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    0
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    0%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Capital Partners Long Offshore Master Fund, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (b)    [ ]
       
    3.
    SEC USE ONLY
       
    4.
    CITIZENSHIP OR PLACE OF ORGANIZATION
       
     
    Cayman Islands
       
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
       
    5.
    SOLE VOTING POWER
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    24,196
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    24,196
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    24,196
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    Less than 1%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Capital Partners Long Offshore, Ltd.
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (b)    [ ]
       
    3.
    SEC USE ONLY
       
    4.
    CITIZENSHIP OR PLACE OF ORGANIZATION
       
     
    Cayman Islands
       
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
       
    5.
    SOLE VOTING POWER
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    24,196
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    24,196
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    24,196
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    Less than 1%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    CO



    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Cardinal, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    526,346
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    526,346
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    526,346
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    Less than 1%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN




    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    LCG Holdings, LLC
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    3,639,376
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    3,639,376
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    3,639,376
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    4.4%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    OO


    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Capital Group, LP
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    3,639,376
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    3,639,376
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    3,639,376
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    4.4%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    PN


    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Luxor Management, LLC
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (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
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    3,639,376
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    3,639,376
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    3,639,376
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    4.4%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    OO


    1.
    NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
       
     
    Christian Leone
       
    2.
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
       
     
    (a)    [x]
     
    (b)    [ ]
       
    3.
    SEC USE ONLY
       
    4.
    CITIZENSHIP OR PLACE OF ORGANIZATION
       
     
    United States
       
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
       
    5.
    SOLE VOTING POWER
       
     
    0
       
    6.
    SHARED VOTING POWER
       
     
    3,639,376
       
    7.
    SOLE DISPOSITIVE POWER
       
     
    0
       
    8.
    SHARED DISPOSITIVE POWER
       
     
    3,639,376
       
    9.
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       
     
    3,639,376
       
    10.
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
    EXCLUDES CERTAIN SHARES    [ ]
       
    11.
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
       
     
    4.4%
       
    12.
    TYPE OF REPORTING PERSON
       
     
    IN


    Item 1(a).
    Name of Issuer:
    PEGASYSTEMS INC. (“Issuer”)
    Item 1(b).
    Address of Issuer’s Principal Executive Offices:
    One Main Street
    Cambridge, MA 02142

    Item 2.  (a) Name of Persons Filing:
    (b) Address of Principal Business Office or, if None, Residence:
    (c) Citizenship:

    The names and citizenships of the persons filing this statement on Schedule 13G are (collectively, the “Reporting Persons”):

    Luxor Capital Partners, LP (the “Onshore Fund”)
    Citizenship: Delaware

    Luxor Capital Partners Offshore Master Fund, LP (the “Offshore Master Fund”)
    Citizenship: Cayman Islands

    Luxor Capital Partners Offshore, Ltd. (the “Offshore Feeder Fund”)
    Citizenship: Cayman Islands

    Luxor Wavefront, LP (the “Wavefront Fund”)
    Citizenship: Delaware

    Luxor Gibraltar, LP – Series I (the “Gibraltar Fund”)
    Citizenship: Delaware

    Qena Capital Partners Offshore Master Fund, LP  (the “Qena Master Fund”)
    Citizenship: Cayman Islands

    Luxor Capital Partners Long, LP  (the “Long Onshore Fund”)
    Citizenship: Delaware

    Luxor Capital Partners Long Offshore Master Fund, LP (the “Long Offshore Master Fund”)
    Citizenship: Cayman Islands

    Luxor Capital Partners Long Offshore, Ltd. (the “Long Offshore Feeder Fund”)
    Citizenship: Cayman Islands

    Luxor Cardinal, LP  (the “Cardinal Fund”)
    Citizenship: Delaware

    LCG Holdings, LLC (“LCG Holdings”)
    Citizenship: Delaware

    Luxor Capital Group, LP (“Luxor Capital Group”)
    Citizenship: Delaware

    Luxor Management, LLC (“Luxor Management”)
    Citizenship: Delaware

    Christian Leone (“Mr. Leone”)
    Citizenship: United States


    The principal business address of each of the Onshore Fund, the Wavefront Fund, the Gibraltar Fund, the Long Onshore Fund, the Cardinal Fund, Luxor Capital Group, Luxor Management, LCG Holdings and Mr. Leone is 1114 Avenue of the Americas, 28th Floor, New York, New York 10036.
    The principal business address of each of the Offshore Master Fund, the Offshore Feeder Fund, the Long Offshore Master Fund, the Long Offshore Feeder Fund and the Qena Master Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.
    Item 2(d).
    Title of Class of Securities:
    Common stock, par value $0.01 per share (the “Common Stock”)
    Item 2(e).
    CUSIP Number:
    BMG9456A1009
    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 Exchange Act.
           
     
    (b)
    [ ]
    Bank as defined in Section 3(a)(6) of the Exchange Act.
           
     
    (c)
    [ ]
    Insurance company defined in Section 3(a)(19) of the Exchange Act.
           
     
    (d)
    [ ]
    Investment company registered under Section 8 of the Investment Company Act.
           
     
    (e)
    [ ]
    Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
           
     
    (f)
    [ ]
    Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
           
     
    (g)
    [ ]
    Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
           
     
    (h)
    [ ]
    Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
           
     
    (i)
    [ ]
    Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
           
     
    (j)
    [ ]
    Non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J).
           
     
    (k)
    [ ]
    Group, in accordance with Rule 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: ____

    Item 4.
    Ownership.
    (a)
    Amount beneficially owned:
    As of the close of business on December 31, 2022:
    (i)
    The Onshore Fund beneficially owned 1,460,505 shares of Common Stock;

    (ii)
    The Offshore Master Fund beneficially owned 1,119,298 shares of Common Stock.  The  Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the shares of Common Stock beneficially owned by the Offshore Master Fund;

    (iii)
    The Wavefront Fund beneficially owned 375,805 shares of Common Stock;

    (iv)
    The Gibraltar Fund beneficially owned 59,841 Common Shares

    (v)
    The Qena Master Fund beneficially owned 73,385 shares of Common Stock;

    (vi)
    The Long Onshore Fund did not beneficially own any shares of Common Stock;

    (vii)
    The Long Offshore Master Fund beneficially owned 24,196 shares of Common Stock.  The Long Offshore Feeder Fund, as the owner of a controlling interest in the Long Offshore Master Fund, may be deemed to have beneficially owned the shares of Common Stock beneficially owned by the Long Offshore Master Fund;

    (viii)
    The Cardinal Fund beneficially owned 526,346 shares of Common Stock;

    (ix)
    LCG Holdings, as the general partner of the Onshore Fund, the Offshore Master Fund, the Wavefront Fund, the Gibraltar Fund, the Qena Master Fund, the Long Onshore Fund, the Long Offshore Master Fund and the Cardinal Fund, may be deemed to have beneficially owned the 3,639,376 shares of Common Stock beneficially owned by the Onshore Fund, the Offshore Master Fund, the Wavefront Fund, the Gibraltar Fund, the Qena Master Fund, the Long Onshore Fund, the Long Offshore Master Fund and the Cardinal Fund;

    (x)
    Luxor Capital Group, as the investment manager of the Onshore Fund, the Offshore Feeder Fund, the Offshore Master Fund, the Wavefront Fund, the Gibraltar Fund, the Qena Master Fund, the Long Onshore Fund, the Long Offshore Master Fund, the Long Offshore Feeder Fund and the Cardinal Fund (collectively, the “Funds”), may be deemed to have beneficially owned the 3,639,376 shares of Common Stock beneficially owned by the Funds;

    (xi)
    Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 3,639,376 shares of Common Stock beneficially owned by Luxor Capital Group; and

    (xii)
    Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 3,639,376 shares of Common Stock beneficially owned by Luxor Management.


    (b)
    Percent of Class:
    As of the close of business on December 31, 2022, the Reporting Persons may be deemed to have beneficially owned 3,639,376 shares of the Issuer’s Common Stock or 4.4% of the Issuer’s Common Stock outstanding, which percentage was calculated based on 82,190,957 shares of the Issuer’s Common Stock outstanding as of October 19, 2022, as per the information reported in the Issuer’s Form 10-Q filed October 26, 2022.  Specifically, as of the close of business on December 31, 2022 each Reporting Person beneficially owned such percentage as reflected on Item 11 of the applicable Cover Page hereto.
    (c)
    Number of shares as to which such person has:

    (i)
    Sole power to vote or to direct the vote of Common Stock:
    See Cover Pages Items 5-9.

    (ii)
    Shared power to vote or to direct the vote of Common Stock:
    See Cover Pages Items 5-9.

    (iii)
    Sole power to dispose or to direct the disposition of Common Stock:
    See Cover Pages Items 5-9.

    (iv)
    Shared power to dispose or to direct the disposition of Common Stock:
    See Cover Pages Items 5-9.
    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 Persons have 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.
    Not applicable.
    Item 8.
    Identification and Classification of Members of the Group.
    See Exhibit A of the Schedule 13G filed by the Reporting Persons with the Securities and Exchange Commission on February 14, 2022.
    Item 9.
    Notice of Dissolution of Group.
    Not applicable.
    Item 10.
    Certification.
    By signing below each of the undersigned certifies that, to the best of his or its 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.


    SIGNATURES
    After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.
    Dated:  February 13, 2023
    LUXOR CAPITAL PARTNERS, LP
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     


    LUXOR WAVEFRONT, LP
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR GIBRALTAR, LP, on behalf of itself and Luxor Gibraltar, LP – Series I
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR CAPITAL PARTNERS OFFSHORE, LTD.
     
       
    By: Luxor Capital Group, LP, as investment manager
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    QENA CAPITAL PARTNERS OFFSHORE MASTER FUND, LP
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR CAPITAL PARTNERS LONG, LP
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR CAPITAL PARTNERS LONG OFFSHORE MASTER FUND, LP
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     


    LUXOR CAPITAL PARTNERS LONG OFFSHORE, LTD.
     
       
    By: Luxor Capital Group, LP, as investment manager
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR CARDINAL, LP
     
       
    By: LCG Holdings, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR CAPITAL GROUP, LP
     
       
    By: Luxor Management, LLC, as General Partner
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     


    LCG HOLDINGS, LLC
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     

    LUXOR MANAGEMENT, LLC
     
       
     
    By:
    /s/ Norris Nissim
     
       
    Norris Nissim,
     
       
    General Counsel
     


       
    /s/ Norris Nissim
     
    NORRIS NISSIM, as Agent for Christian Leone
     



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