Form SC 13D/A - General Statement of Acquisition of Beneficial Ownership: [Amend]
09 August 2024 - 8:56AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13D
(Rule 13d-101)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment
No. 1)1
Anterix
Inc.
(Name of Issuer)
Common
Stock, $0.0001 par value
(Title of Class of Securities)
03676C100
(CUSIP Number)
William
Heard
c/o
Heard Capital LLC
1
N. Wacker Drive, Suite 3650
Chicago,
IL 60606
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 6, 2024
(Date of Event Which Requires Filing of This Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☒.
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7
for other parties to whom copies are to be sent.
| 1 | 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
(“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. 03676C100
| 1 |
NAME OF REPORTING PERSON
Heard Capital LLC |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☐
(b): ☐ |
| 3 |
SEC USE ONLY
|
| 4 |
SOURCE OF FUNDS
WC |
| 5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
☐ |
| 6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
| 8 |
SHARED VOTING POWER
1,752,138 |
| 9 |
SOLE DISPOSITIVE POWER
-0- |
| 10 |
SHARED DISPOSITIVE POWER
1,752,138 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,752,138 |
| 12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.4% |
| 14 |
TYPE OF REPORTING PERSON
OO |
CUSIP No. 03676C100
| 1 |
NAME
OF REPORTING PERSON
Heard
Investment Manager LLC |
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a):
☐
(b):
☐ |
| 3 |
SEC
USE ONLY
|
| 4 |
SOURCE
OF FUNDS
WC |
| 5 |
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
| 6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH |
7 |
SOLE
VOTING POWER
-0- |
| 8 |
SHARED
VOTING POWER
1,752,138 |
| 9 |
SOLE
DISPOSITIVE POWER
-0- |
| 10 |
SHARED
DISPOSITIVE POWER
1,752,138 |
| 11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,752,138 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ |
| 13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.4% |
| 14 |
TYPE
OF REPORTING PERSON
OO |
CUSIP No. 03676C100
| 1 |
NAME OF REPORTING PERSON
William E. Heard Declaration of Trust |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a): ☐
(b): ☐ |
| 3 |
SEC USE ONLY
|
| 4 |
SOURCE OF FUNDS
WC |
| 5 |
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
☐ |
| 6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
-0- |
| 8 |
SHARED VOTING POWER
1,752,138 |
| 9 |
SOLE DISPOSITIVE POWER
-0- |
| 10 |
SHARED DISPOSITIVE POWER
1,752,138 |
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,752,138 |
| 12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ |
| 13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.4% |
| 14 |
TYPE OF REPORTING PERSON
OO |
CUSIP No. 03676C100
| 1 |
NAME
OF REPORTING PERSON
William
Heard |
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a):
☐
(b):
☐ |
| 3 |
SEC
USE ONLY
|
| 4 |
SOURCE
OF FUNDS
WC |
| 5 |
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ |
| 6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH |
7 |
SOLE
VOTING POWER
-0- |
| 8 |
SHARED
VOTING POWER
1,752,138 |
| 9 |
SOLE
DISPOSITIVE POWER
-0- |
| 10 |
SHARED
DISPOSITIVE POWER
1,752,138 |
| 11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,752,138 |
| 12 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ |
| 13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.4% |
| 14 |
TYPE
OF REPORTING PERSON
IN |
CUSIP No. 03676C100
The following constitutes Amendment
No. 1 to the Schedule 13D filed by the undersigned, on August 8, 2024 (“Amendment No. 1”). This Amendment No. 1 amends the
Schedule 13D, as specifically set forth herein.
Item 4. Purpose of Transaction.
Item 4 is hereby amended to add the following:
On August 6, 2024, at the
Annual Meeting, Mr. Heard was elected as a director to the Board to serve until the Issuer’s 2025 annual meeting of stockholders
and until his respective successor is elected and qualified.
Item 5. Interest in Securities of the Issuer.
The first paragraph of Item
5 is hereby amended and restated as follows:
The aggregate percentage
of Shares reported beneficially owned by the Reporting Persons is based upon 18,594,802 Shares outstanding as of August 2, 2024, which
is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and
Exchange Commission on August 6, 2024. The increase in the total number of Shares outstanding did not result in a change equal to or greater
than one percent of the total amount of Shares outstanding beneficially owned by the Reporting Persons.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
Item 6 is hereby amended
to add the following:
As a director of the Issuer,
Mr. Heard is subject to and intends to comply with the policies and guidelines of the Issuer applicable to all directors of the Issuer,
including, without limitation, policies related to the trading of the Issuer’s securities.
As a result of Mr. Heard’s positions at the Issuer, on the one
hand, and Heard Capital, Heard Investment Manager and the Trust, on the other hand, Heard Capital, Heard Investment Manager and the Trust
are subject to and intend to adhere to the policies of the Issuer, including certain policies related to the trading of the Issuer’s
securities, subject to certain exceptions.
CUSIP No. 03676C100
SIGNATURES
After reasonable inquiry and to the best of my
knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: August 8, 2024
| |
HEARD CAPITAL LLC |
| |
|
|
| |
By: |
/s/ William Heard |
| |
Name: |
William Heard |
| |
Title: |
Chief Executive Officer and Chief Investment Officer |
| |
HEARD INVESTMENT MANAGER LLC |
| |
|
|
| |
By: |
/s/ William Heard |
| |
Name: |
William Heard |
| |
Title: |
Chief Executive Officer |
| |
WILLIAM E. HEARD DECLARATION OF TRUST |
| |
|
|
| |
By: |
/s/ William Heard |
| |
Name: |
William Heard |
| |
Title: |
Sole Trustee |
| |
/s/ William Heard |
| |
William Heard |
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