Amended Statement of Beneficial Ownership (sc 13d/a)
23 November 2022 - 8:31AM
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. 4)1
AMMO, INC.
(Name
of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
00175J107
(CUSIP Number)
Steven F. Urvan
7491 N Federal Highway
STE C5 PMB 379
Boca Raton, FL 33487
(480) 947-0001
Steve Wolosky, Esq.
Meagan Reda, Esq.
Olshan Frome Wolosky LLP
1325 Avenue of the Americas
New York, New York 10019
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices
and Communications)
November 21, 2022
(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).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
1 |
|
NAME OF REPORTING PERSON |
|
| |
|
|
|
|
| |
|
|
|
Steven F. Urvan |
|
| |
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☐ |
| |
|
|
|
(b) ☐ |
| |
|
|
|
|
|
| |
3 |
|
SEC USE ONLY |
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
|
| |
4 |
|
SOURCE OF FUNDS |
|
| |
|
|
|
|
| |
|
|
|
OO |
|
| |
5 |
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) |
☐ |
| |
|
|
|
|
| |
|
|
|
|
|
| |
6 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
| |
|
|
|
|
| |
|
|
|
United States |
|
| NUMBER OF |
|
7 |
|
SOLE VOTING POWER |
|
| SHARES |
|
|
|
|
|
| BENEFICIALLY |
|
|
|
|
20,050,000 |
|
| OWNED BY |
|
8 |
|
SHARED VOTING POWER |
|
| EACH |
|
|
|
|
|
| REPORTING |
|
|
|
|
0 |
|
| PERSON WITH |
|
9 |
|
SOLE DISPOSITIVE POWER |
|
| |
|
|
|
|
|
| |
|
|
|
|
20,050,000 |
|
| |
|
10 |
|
SHARED DISPOSITIVE POWER |
|
| |
|
|
|
|
|
| |
|
|
|
|
0 |
|
| |
11 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
| |
|
|
|
|
| |
|
|
|
20,050,000 (1) |
|
| |
12 |
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
☐ |
| |
|
|
|
|
| |
|
|
|
|
|
| |
13 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
| |
|
|
|
|
| |
|
|
|
17.10% (2) |
|
| |
14 |
|
TYPE OF REPORTING PERSON |
|
| |
|
|
|
|
| |
|
|
|
IN |
|
| 1. | Consists of 20,050,000 shares of common stock of the Issuer held directly by Mr. Urvan. |
| 2. | Percentage of class based on 117,449,755 total outstanding shares of common stock of the Issuer as reported
in the Issuer’s Form 10-Q filed on November 14, 2022. |
This Amendment No. 4 amends and supplements
the Schedule 13D filed by Steven F. Urvan on May 10, 2021 (the “Original Schedule 13D”), as amended by Amendment No. 1 filed
on November 30, 2021 (“Amendment No. 1”), Amendment No. 2 filed on August 29, 2022 (“Amendment No. 2”), Amendment
No. 3 filed on November 7, 2022 (“Amendment No. 3,” and together with the Original Schedule 13D, Amendment No. 1 and Amendment
No. 2, the “Schedule 13D”). Each Item below amends and supplements the information disclosed under the corresponding Item
of the Schedule 13D. Unless otherwise indicated herein, capitalized terms used but not defined in this Amendment No. 3 shall have the
same meaning herein as are ascribed to such terms in the Schedule 13D.
Item 4 Purpose of Transaction.
Item 4 is
hereby amended to add the following:
As previously disclosed, on November 3, 2022,
Mr. Urvan and Susan T. Lokey entered into a Settlement Agreement with the Issuer (the “Settlement Agreement”). The Settlement
Agreement provided that, among other things, the Issuer would convene its 2022 annual meeting of stockholders (the “2022 Annual
Meeting”) no later than December 15, 2022. As the Issuer currently plans to convene its 2022 Annual Meeting after such date, the
Issuer and Mr. Urvan and Ms. Lokey have entered into an Amendment to Settlement Agreement, dated November 21, 2022 (the “Amendment”),
to provide that the Issuer shall convene the 2022 Annual Meeting no later than January 5, 2023. The Amendment additionally provides that
the Issuer will (i) pay certain fees and costs for legal services incurred in connection with certain litigation and the role of Mr. Urvan
and his affiliates in such litigation and (ii) promptly reimburse Mr. Urvan and Ms. Lokey for reasonable and documented expenses they
incurred during the time period of their respective employments with the Issuer.
The foregoing description of the Amendment
is qualified in its entirety by reference to the Amendment, which is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
Item 6 Contracts, Agreements, Understandings
or Relationships With Respect to Securities of the Issuer.
Item 6 is
hereby amended to add the following:
On November 21, 2022, Mr. Urvan and the Issuer
entered into the Amendment as defined and described in Item 4 above and attached as Exhibit 99.1 hereto.
Item 7 Material to be Filed as Exhibits.
Item 7 is
hereby amended to add the following exhibit:
|
Exhibit Number |
Description |
| |
|
| 99.1 |
Amendment to Settlement Agreement, dated November 21, 2022. |
SIGNATURES
After reasonable inquiry
and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Date: November 22, 2022 |
|
| |
|
| |
/s/ Steven F. Urvan |
| |
Steven F. Urvan |
AMMO (NASDAQ:POWWP)
Historical Stock Chart
From Mar 2024 to Apr 2024
AMMO (NASDAQ:POWWP)
Historical Stock Chart
From Apr 2023 to Apr 2024
