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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, Section 17(a) of the Public Utility Holding Company Act of 1935 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) | ||
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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 | |
| Long Path Smaller Companies Fund, LP 1 LANDMARK SQUARE SUITE 1920 STAMFORD, CT 06901 |
X | |||
| Long Path Fund GP, LLC 1 LANDMARK SQUARE SUITE 1920 STAMFORD, CT 06901 |
X | |||
| Long Path Partners LP 1 LANDMARK SQUARE SUITE 1920 STAMFORD, CT 06901 |
X | |||
| Long Path Holdings LLC 1 LANDMARK SQUARE SUITE 1920 STAMFORD, CT 06901 |
X | |||
| Brennan William Thomas C/O LONG PATH PARTNERS, LP 1 LANDMARK SQUARE, SUITE 1920 STAMFORD, CT 06901 |
X | |||
| Nelson Brian Paul C/O LONG PATH PARTNERS, LP 1 LANDMARK SQUARE, SUITE 1920 STAMFORD, CT 06901 |
X | |||
| LONG PATH SMALLER COMPANIES FUND, LP, By: LONG PATH FUND GP, LLC, By: /s/ William Thomas Brennan, William Thomas Brennan, Managing Member | 05/03/2024 | |
| **Signature of Reporting Person | Date | |
| LONG PATH FUND GP, LLC, By: /s/ William Thomas Brennan, William Thomas Brennan, Managing Member | 05/03/2024 | |
| **Signature of Reporting Person | Date | |
| LONG PATH PARTNERS, LP, By: LONG PATH HOLDINGS LLC, By: /s/ William Thomas Brennan, William Thomas Brennan, Managing Member | 05/03/2024 | |
| **Signature of Reporting Person | Date | |
| LONG PATH HOLDINGS LLC, By: /s/ William Thomas Brennan, William Thomas Brennan, Managing Member | 05/03/2024 | |
| **Signature of Reporting Person | Date | |
| WILLIAM THOMAS BRENNAN, /s/ William Thomas Brennan | 05/03/2024 | |
| **Signature of Reporting Person | Date | |
| BRIAN PAUL NELSON, /s/ Brian Paul Nelson | 05/03/2024 | |
| **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) | The price reported in Column 4 is a weighted average price. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (2) | The reported securities are owned directly by Long Path Smaller Companies Fund, LP (the "Fund"), a private investment fund managed by Long Path Partners, LP (the "Adviser"), and may be deemed to be indirectly beneficially owned by (i) the Adviser, (ii) Long Path Holdings LLC (the "Adviser GP"), the general partner of the Adviser, (iii) Long Path Fund GP, LLC (the "Fund GP"), the general partner of the Fund, (iv) William Thomas Brennan, the managing member of the Adviser GP and the Fund GP and co-portfolio manager of the Fund, and (v) Brian Paul Nelson, the co-portfolio manager of the Fund and a partner of the Adviser GP. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| Remarks: The original Form 4, filed May 2, 2024, is being amended to include Long Path Holdings LLC, William Thomas Brennan and Brian Paul Nelson (the "Additional Reporting Persons") as Reporting Persons to this Form 4/A. The Additional Reporting Persons were disclosed as indirect beneficial owners in Footnote (1) of the original Form 4. |
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