07/09/2025 | Press release | Distributed by Public on 07/09/2025 18:16
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Kanen David 6810 LYONS TECHNOLOGY CIRCLE SUITE 160 COCONUT CREEK, FL 33073 |
X | See Explanation of Responses | ||
Philotimo Fund, LP 6810 LYONS TECHNOLOGY CIRCLE SUITE 160 COCONUT CREEK, FL 33073 |
X | See Explanation of Responses | ||
Philotimo Focused Growth & Income Fund 6810 LYONS TECHNOLOGY CIRCLE SUITE 160 COCONUT CREEK, FL 33073 |
X | See Explanation of Responses | ||
Kanen Wealth Management LLC 6810 LYONS TECHNOLOGY CIRCLE SUITE 160 COCONUT CREEK, FL 33073 |
X | See Explanation of Responses |
Philotimo Fund, LP, By: /s/ David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its general partner | 07/09/2025 | |
**Signature of Reporting Person | Date | |
Philotimo Focused Growth & Income Fund, By: /s/ David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its investment adviser | 07/09/2025 | |
**Signature of Reporting Person | Date | |
Kanen Wealth Management LLC, By: /s/ David L. Kanen, Managing Member | 07/09/2025 | |
**Signature of Reporting Person | Date | |
/s/ David L. Kanen | 07/09/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This Form 4 is filed jointly by David Kanen, Kanen Wealth Management, LLC ("KWM"), Philotimo Fund, LP, and Philotimo Focused Growth and Income Fund (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose. |
(2) | Securities beneficially owned by Philotimo Focused Growth and Income Fund. KWM, as the investment manager of Philotimo Focused Growth and Income Fund, and Mr. Kanen, as the managing member of KWM, may be deemed to beneficially own the securities owned by Philotimo Focused Growth and Income Fund. |
(3) | Securities beneficially owned by Philotimo Fund, LP. KWM, as the general partner of Philotimo Fund, LP, and Mr. Kanen, as the managing member of KWM, may be deemed to beneficially own the securities owned by Philotimo Fund, LP. |
(4) | Securities beneficially owned by KWM. Mr. Kanen, as the managing member of KWM, may be deemed to beneficially own the securities owned by KWM. |