Filing Details
- Accession Number:
- 0001157523-19-000011
- Form Type:
- 13D Filing
- Publication Date:
- 2019-01-02 14:34:12
- Filed By:
- Kennedy Cabot Acquisition, Llc
- Company:
- Siebert Financial Corp (NASDAQ:SIEB)
- Filing Date:
- 2019-01-02
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Kennedy Cabot Acquisition | 0 | 17,245,377 | 0 | 17,245,377 | 17,245,377 | 63.5% |
Gloria E. Gebbia | 7,679,400 | 17,245,377 | 7,679,400 | 17,245,377 | 17,245,377 | 63.5% |
John M. Gebbia | 1,794,919 | 17,245,377 | 1,794,919 | 17,245,377 | 17,245,377 | 63.5% |
Richard Gebbia | 2,608,319 | 17,245,377 | 2,608,319 | 17,245,377 | 17,245,377 | 63.5% |
David Gebbia | 1,011,719 | 17,245,377 | 1,011,719 | 17,245,377 | 17,245,377 | 63.5% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)
Siebert Financial Corp.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
826176 10 9
(CUSIP Number)
Gloria E. Gebbia
Managing Member
Kennedy Cabot Acquisition, LLC
24005 Ventura Blvd. Suite 200 Calabasas CA 91302
(212) 514-8369
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
(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.
* 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. 826176 10 9 | 13D | Page 2 of 9 |
1. | NAMES OF REPORTING PERSONS Kennedy Cabot Acquisition, LLC | |||||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☒ (b) ☐ | |||||||
3. | SEC USE ONLY | |||||||
4. | SOURCE OF FUNDS (see instructions) AF | |||||||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | |||||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION Nevada | |||||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. | SOLE VOTING POWER 0 | ||
8. | SHARED VOTING POWER 17,245,377 | |||
9. | SOLE DISPOSITIVE POWER 0 | |||
10. | SHARED DISPOSITIVE POWER 17,245,377 |
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,245,377 | |||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ | |||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 63.5%* | |||
14. | TYPE OF REPORTING PERSON (see instructions) OO |
* | Percentage of class calculated based on 27,157,188 total outstanding shares of Common Stock
as of November 14, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ending September 30, 2018, filed with the Securities and Exchange Commission (“SEC”) on November 14, 2018. |
CUSIP No. 826176 10 9 | 13D | Page 3 of 9 |
1. | NAMES OF REPORTING PERSONS
Gloria E. Gebbia | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☒ (b) ☐ | |||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (see instructions) PF | |||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | |||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION Gloria E. Gebbia is a US Citizen |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. | SOLE VOTING POWER 7,679,400 | ||
8. | SHARED VOTING POWER 17,245,377 | |||
9. | SOLE DISPOSITIVE POWER 7,679,400 | |||
10. | SHARED DISPOSITIVE POWER 17,245,377 |
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,245,377 | |||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ | |||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 63.5%* | |||
14. | TYPE OF REPORTING PERSON (see instructions) |
* | Percentage of class calculated based on 27,157,188 total outstanding shares of Common Stock
as of November 14, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ending September 30, 2018, filed with the SEC on November 14, 2018. |
CUSIP No. 826176 10 9 | 13D | Page 4 of 9 |
1. | NAMES OF REPORTING PERSONS
John M. Gebbia | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☒ (b) ☐ | |||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (see instructions) PF | |||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | |||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION John M. Gebbia is a US Citizen |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. | SOLE VOTING POWER 1,794,919 | ||
8. | SHARED VOTING POWER 17,245,377 | |||
9. | SOLE DISPOSITIVE POWER 1,794,919 | |||
10. | SHARED DISPOSITIVE POWER 17,245,377 |
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,245,377 | |||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ | |||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 63.5%* | |||
14. | TYPE OF REPORTING PERSON (see instructions) |
* | Percentage of class calculated based on 27,157,188 total outstanding shares of Common Stock
as of November 14, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ending September 30, 2018, filed with the SEC on November 14, 2018. |
CUSIP No. 826176 10 9 | 13D | Page 5 of 9 |
1. | NAMES OF REPORTING PERSONS
Richard Gebbia | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☒ (b) ☐ | |||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (see instructions) PF | |||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | |||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION Richard Gebbia is a US Citizen |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. | SOLE VOTING POWER 2,608,319 | ||
8. | SHARED VOTING POWER 17,245,377 | |||
9. | SOLE DISPOSITIVE POWER 2,608,319 | |||
10. | SHARED DISPOSITIVE POWER 17,245,377 |
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,245,377 | |||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ | |||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 63.5%* | |||
14. | TYPE OF REPORTING PERSON (see instructions) |
* | Percentage of class calculated based on 27,157,188 total outstanding shares of Common
Stock as of November 14, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ending September 30, 2018, filed with the SEC on November 14, 2018. |
CUSIP No. 826176 10 9 | 13D | Page 6 of 9 |
1. | NAMES OF REPORTING PERSONS
David Gebbia | |||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☒ (b) ☐ | |||
3. | SEC USE ONLY | |||
4. | SOURCE OF FUNDS (see instructions) PF | |||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐ | |||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION David Gebbia is a US Citizen |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. | SOLE VOTING POWER 1,011,719 | ||
8. | SHARED VOTING POWER 17,245,377 | |||
9. | SOLE DISPOSITIVE POWER 1,011,719 | |||
10. | SHARED DISPOSITIVE POWER 17,245,377 |
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,245,377 | |||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ | |||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 63.5%* | |||
14. | TYPE OF REPORTING PERSON (see instructions) |
CUSIP No. 826176 10 9 | 13D | Page 7 of 9 | ||
CUSIP No. 826176 10 9 | 13D | Page 8 of 9 | ||
(a) | As of the date hereof: |
i. | KCA beneficially owns 3,677,283 shares of Common Stock, representing approximately 13.5% of the outstanding Common Stock of the
Issuer. |
ii. | Gloria E. Gebbia is the Managing Member of KCA and, as such, can vote or direct the vote or dispose or direct
the disposition of the shares of Common Stock owned by KCA, and (ii) Gloria E. Gebbia is the direct beneficial owner of 7,679,400 shares of Common Stock, representing approximately 28.3% of outstanding Common Stock of the Issuer, and she
is the indirect beneficial owner of the shares owned by KCA and she may be deemed to share indirect beneficial ownership of a total of 5,888,694 additional shares of Issuer Common Stock, owned by family trusts and certain members of
Gloria E. Gebbia’s family. Accordingly, Gloria E. Gebbia may be deemed to beneficially own, directly and indirectly, an aggregate of 17,245,377 shares of Common Stock, representing approximately 63.5% of the outstanding Common Stock of
the Issuer. |
iii. | John M. Gebbia is the direct beneficial owner of 1,794,919 shares of Issuer Common Stock, representing
approximately 6.6% of outstanding Common Stock of the Issuer and he may be deemed to share indirect beneficial ownership of a total of 13,000 additional shares of Issuer Common Stock, owned by certain family members. |
iv. | Richard Gebbia is the direct beneficial owner of 2,608,319 shares of Issuer Common Stock, representing
approximately 9.6% of outstanding Common Stock of the Issuer and he may be deemed to share indirect beneficial ownership of a total of 324,000 additional shares of Issuer Common Stock, owned by certain family members. |
v. | David Gebbia is the direct beneficial owner of 1,011,719 shares of Issuer Common Stock, representing
approximately 3.7% of outstanding Common Stock of the Issuer and he may be deemed to share indirect beneficial ownership of a total of 15,300 additional shares of Issuer Common Stock, owned by certain family members. |
(b) | The information contained in rows 7, 8, 9 and 10 on each of the cover pages of this Amendment is incorporated by reference in its
entirety into this Item 5(b). |
(c) | Except as otherwise described in this Amendment, the Reporting Persons have not effected any transactions in the
Common Stock or other equity security of the Issuer during the last 60 days: |
CUSIP No. 826176 10 9 | 13D | Page 9 of 9 | ||
SIGNATURE
Kennedy Cabot Acquisition, LLC | |||
By: | /s/ Gloria E. Gebbia | ||
Gloria E. Gebbia | |||
Managing Member | |||
/s/ Gloria E. Gebbia | |||
Gloria E. Gebbia | |||
/s/ John M. Gebbia | |||
John M. Gebbia | |||
/s/ Richard Gebbia | |||
Richard Gebbia | |||
/s/ David Gebbia | |||
David Gebbia |