Filing Details

 

 

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. 7)¹

 

 

Rekor Systems, Inc.

(Name of Issuer)

Common Stock, par value 0.0001 per share

(Title of Class of Securities)

759419104

(CUSIP Number)

Avon Road Partners, L.P.

2811 Aquetong Road

New Hope, PA 18938

Attn: Robert A. Berman

(703) 953-3838

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 19, 2021

(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 persons 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. 759419104

 

1		NAME OF REPORTING PERSON     Avon Road Partners, L.P.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  ☐        (b)  ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS     WC
5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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     2,165,104
				9		SOLE DISPOSITIVE POWER     0
				10		SHARED DISPOSITIVE POWER     2,165,104

11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     2,165,104
12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     4.9%
14		TYPE OF REPORTING PERSON     PN

CUSIP No. 759419104

 

1		NAME OF REPORTING PERSON     Robert A. Berman
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a)  ☐        (b)  ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS     PF
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 SHARES   BENEFICIALLY   OWNED BY EACH REPORTING PERSON WITH				7		SOLE VOTING POWER     1,066,887*
				8		SHARED VOTING POWER     2,165,104
				9		SOLE DISPOSITIVE POWER     1,066,887*
				10		SHARED DISPOSITIVE POWER     2,165,104

11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     3,231,991
12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     7.3%*
14		TYPE OF REPORTING PERSON     IN

 

*

Includes presently exercisable options to purchase 66,668 shares of Common Stock. Percentage ownership is based on outstanding shares of 43,977,218 shares as reported in the Companys Registration Statement on Form 10-Q (File No. 001-38338) filed with the Securities and Exchange Commission on November 15, 2021, plus 66,668.

CUSIP No. 759419104

 

This Amendment No. 7 (the Amendment No. 7) amends and supplements the statement on Schedule 13D (the Schedule 13D) filed by Avon Road Partners, L.P., a Delaware limited partnership (Avon) and Robert A. Berman, a United States Citizen (Mr. Berman, and collectively with Avon, the Reporting Persons) on September 7, 2017, relating to the beneficial ownership of shares of common stock, par value $0.0001 per share (the Common Stock), of Rekor Systems, Inc. (the Company).

This Amendment No. 7 amends the Schedule13D, as previously amended, as specifically set forth herein.

ITEM 5. Interest in Securities of the Issuer.

Item 5(c) is amended to add the following:

On November 17, 2021, Mr. Berman acquired 75,000 shares of Common Stock, in the open market, executed in multiple trades at prices ranging from $6.79 to $7.32, with a weighted average purchase price of $7.21. Mr. Berman acquired the shares for investment purposes.

After purchasing the shares, Mr. Berman beneficially owns 3,231,991 shares of Common Stock, or approximately 7.3% of the Companys Common Stock, which includes presently exercisable options to purchase 66,668 shares of Common Stock. Percentage ownership is based on outstanding shares of 43,977,218 shares as reported in the Companys Quarterly Report on Form 10-Q (File No. 001-38338) filed with the Securities and Exchange Commission on November 15, 2021, plus 66,668.

CUSIP No. 759419104

 

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.

Dated: November 19, 2021