1
|
NAME OF REPORTING PERSONS
B. Luke Weil
|
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a) ◻
(b) ◻ |
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3
|
SEC USE ONLY
|
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4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
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NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
643,853*
|
|||
6
|
SHARED VOTING POWER
312,500**
|
||||
7
|
SOLE DISPOSITIVE POWER
643,853*
|
||||
8
|
SHARED DISPOSITIVE POWER
312,500**
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
956,353
|
||||
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)
10.5%**
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAME OF REPORTING PERSONS
Andina Equity LLC
|
||||
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
United States
|
||||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
75,000
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
75,000
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
75,000
|
||||
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)
0.8%*
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
00
|
1
|
NAME OF REPORTING PERSONS
LWEH3 LLC
|
||||
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
United States
|
||||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
237,500
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
237,500
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
237,500
|
||||
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)
2.6%*
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
00
|
Item 1(a). |
Name of Issuer:
|
Item 1(b). |
Address of Issuer’s Principal Executive Offices:
|
Item 2(a). |
Name of Person Filing:
|
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 sections 240.13d-1(b), or 240.13d-2(b) or (c),
check whether the person filing is a:
|
Item 4. |
Ownership:
|
|
(a) |
Amount Beneficially Owned: 956,353 shares of Class A common stock. The amount includes 72,955 warrants to purchase shares of Class A common stock. In addition,
includes 75,000 shares of Class A common stock owned by Andina Equity LLC of which the reporting person is the managing member and 237,500 shares of Class A common stock owned by LWEH3 LLC which the reporting person controls. B. Luke Weil
disclaims beneficial ownership of the securities held by Andina Equity LLC and LWEH3 LLC except to the extent of his pecuniary interest therein.
|
|
(b) |
Percent of Class: 10.5% (percent of class is calculated based on 9,017,322 shares of Class A Common Stock of the Issuer outstanding as of July 20, 2021).
|
|
(c) |
Number of shares as to which such person has:
|
|
(i) |
sole power to vote or to direct the vote: 643,853
|
|
(ii) |
shared power to vote or to direct the vote: 312,500
|
|
(iii) |
sole power to dispose or to direct the disposition of: 643,853
|
|
(iv) |
shared power to dispose or to direct the disposition of: 312,500
|
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. |
Certification:
|