Filing Details

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(1)

Includes 5,452,489 shares of common stock held by Salt Pond Holdings, LLC, a U.S. Virgin Islands limited liability company (“Salt Pond”) of which the Christiansted Trust, a U.S. Virgin Islands trust (the “C-Trust”), and Erbey Holding Corporation, Inc., a Delaware corporation (“Erbey Holding”) are members.  Erbey Holding is wholly owned by the Carisma Trust, a Nevada trust, the trustee of which is Venia, LLC, a Nevada limited liability company (“Venia” and, together with Mr. Erbey, Erbey Holding, Salt Pond, the C-Trust and the Carisma Trust, the “Reporting Persons”).  The members of Venia are John Erbey (Mr. Erbey’s brother) and Andrew Burnett, although Mr. Erbey is given sole investment and voting control over any securities owned by Venia or the Carisma Trust.  Mr. Erbey, John Erbey and Salt Pond are co-trustees of the C-Trust.  Mr. Erbey, Erbey Holding, the C-Trust, the Carisma Trust and Venia each may be deemed to beneficially own the 5,452,489 shares of common stock held by Salt Pond.  Since the filing of Amendment No. 9, E. Elaine Erbey gifted 548,220 shares of common stock to Mr. Erbey and ceased to be a Reporting Person and the Frederiksted Trust ceased to be a member of Salt Pond and ceased to be a Reporting Person.

(2)	Includes (a) 548,220 shares of common stock held by Mr. Erbey and (b) 5,452,489 shares of common stock held by Salt Pond.

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This Amendment No. 10 to Schedule 13D (Amendment No. 10”) amends and supplements the statement on Schedule 13D (the “Original Schedule 13D”) originally filed jointly by William C. Erbey (the “Principal Reporting Person”), Mrs. Erbey, FF Plaza Limited Partnership (“FF Plaza”), Delaware Permanent Corporation (“Delaware Permanent”) and Erbey Holding Corporation, Inc., a Delaware corporation (“Erbey Holding”), with the Securities and Exchange Commission on November 1, 2011 (as amended by Amendment No. 1 originally filed on January 16, 2015, Amendment No. 2 originally filed on March 4, 2015, Amendment No. 3 originally filed on March 6, 2015, Amendment No. 4 originally filed on April 12, 2016, Amendment No. 5 originally filed on August 8, 2016, Amendment No. 6 originally filed on August 12, 2016, Amendment No. 7 originally filed on November 23, 2016, Amendment No. 8 originally filed on December 1, 2017 (“Amendment No. 8”), and Amendment No. 9 originally filed on January 10, 2020 (“Amendment No. 9”) the “Schedule 13D”).  This Amendment No. 10 is filed by the Principal Reporting Person, Erbey Holding, Salt Pond Holdings, LLC, a U.S. Virgin Islands limited liability company (“Salt Pond”), the Christiansted Trust (the “C-Trust”), the Carisma Trust and Venia, LLC, a Nevada limited liability company (“Venia”) (collectively, the “Reporting Persons”).  Since the filing of Amendment No. 9, E. Elaine Erbey gifted 548,220 shares of common stock to Mr. Erbey and ceased to be a Reporting Person and the Frederiksted Trust ceased to be a member of Salt Pond and ceased to be a Reporting Person.

 

 

Item 5 is amended and restated in its entirety as follows:

 

(a)          The responses of the Reporting Persons to Rows (11) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5.

 

For purposes of this Schedule 13D, the ownership percentage for each Reporting Person is based upon 15,807,497 shares of Common Stock outstanding as of May 4, 2021, as reported in the Issuer’s Form 10-Q for the quarter ended March 31, 2021.

 

(b)          The Common Stock deemed beneficially owned by each of the Reporting Persons with respect to which such person (i) has sole voting power, (ii) shares voting power, (iii) has sole dispositive power and (iv) shares dispositive power are listed in the responses to Items 7, 8, 9 and 10, respectively, of the cover pages of this Schedule 13D relating to such person and are hereby incorporated by reference in this Item 5.

 

 

 

 

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.