Amended Statement of Beneficial Ownership (sc 13d/a)
June 30 2021 - 4:16PM
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. 2)1
IKONICS Corporation
(Name
of Issuer)
Common Stock, $0.10 par value
(Title of Class of Securities)
45172K102
(CUSIP Number)
David
Elliot Lazar
Activist
Investing LLC
1185 Avenue of the Americas, 3rd Floor
New York, New York 10036
(646) 768-8417
Spencer
G. Feldman
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)
June 28, 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 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).
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1
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NAME OF REPORTING PERSONS
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CUSTODIAN VENTURES LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
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(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Wyoming
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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- 0 -
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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- 0 -
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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- 0 -
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0%
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14
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TYPE OF REPORTING PERSON
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OO
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1
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NAME OF REPORTING PERSONS
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DAVID ELLIOT LAZAR
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
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(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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OO, PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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NUMBER OF
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7
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SOLE VOTING POWER
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SHARES
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BENEFICIALLY
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- 0 -
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OWNED BY
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8
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SHARED VOTING POWER
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EACH
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REPORTING
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- 0 -
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PERSON WITH
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9
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SOLE DISPOSITIVE POWER
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- 0 -
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10
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SHARED DISPOSITIVE POWER
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- 0 -
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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- 0 -
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0%
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14
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TYPE OF REPORTING PERSON
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IN
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The following constitutes Amendment
No. 2 to the Schedule 13D filed by the undersigned (“Amendment No. 2”). This Amendment No. 2 amends the Schedule 13D as specifically
set forth herein.
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Item 5.
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Interest in Securities of the Issuer.
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Items 5(a) – (c) and (e)
are hereby amended and restated to read as follows:
The aggregate percentage of
Shares reported owned by each person named herein is based upon 1,977,854 Shares outstanding, which is the total number of Shares outstanding
as of May 7, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on
May 13, 2021.
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(a)
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As of the date hereof, Custodian did not own any Shares.
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Percentage: 0%
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(b)
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1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 0
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(c)
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The transactions in the Shares by Custodian during the past sixty days are set forth in Schedule A and are incorporated herein by
reference.
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(a)
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As of the date hereof, Mr. Lazar did not own any Shares.
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Percentage: 0%
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(b)
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1. Sole power to vote or direct vote: 0
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 0
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(c)
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The transactions in the Shares by Mr. Lazar during the past sixty days are set forth in Schedule A and
are incorporated herein by reference.
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(e)
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As of June 28, 2021, the Reporting Persons ceased to be beneficial owners of more than 5% of the Shares.
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SIGNATURES
After reasonable inquiry and
to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete
and correct.
Dated: June 30, 2021
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ACTIVIST INVESTING LLC
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By:
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/s/ David Elliot Lazar
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Name:
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David Elliot Lazar
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Title:
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Chief Executive Officer
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CUSTODIAN VENTURES LLC
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By:
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/s/ David Elliot Lazar
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Name:
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David Elliot Lazar
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Title:
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Chief Executive Officer
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/s/ David Elliot Lazar
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David Elliot Lazar
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SCHEDULE A
Transaction in the Shares During the Past Sixty
Days
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Nature of Transaction
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Shares of Common Stock
Purchased/(Sold)
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Price Per
Share($)
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Date of
Purchase/Sale
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Custodian
Ventures LLC
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Sale of Common Stock
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(770)
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20.4459
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.6794
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.3100
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.4001
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.4140
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.2259
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.2389
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.2000
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.2273
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06/28/2021
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Sale of Common Stock
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(2,000)
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20.2723
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.3711
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06/28/2021
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Sale of Common Stock
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(1,000)
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20.4500
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06/28/2021
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Sale of Common Stock
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(4,000)
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20.3232
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06/28/2021
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Sale of Common Stock
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(4,000)
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20.3663
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06/28/2021
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Sale of Common Stock
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(525)
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20.1000
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.1202
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.0079
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.5666
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.5979
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.5340
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.6242
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.6500
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.5929
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06/28/2021
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Sale of Common Stock
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(3,000)
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20.7550
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06/28/2021
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Sale of Common Stock
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(1,000)
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21.6208
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06/28/2021
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Sale of Common Stock
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(1,000)
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21.5510
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06/28/2021
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Sale of Common Stock
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(1,000)
|
21.5850
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06/28/2021
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Sale of Common Stock
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(1,000)
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21.5600
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06/28/2021
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Sale of Common Stock
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(1,000)
|
21.5282
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06/28/2021
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Sale of Common Stock
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(2,000)
|
22.3512
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06/28/2021
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Sale of Common Stock
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(2,000)
|
22.3900
|
06/28/2021
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Sale of Common Stock
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(2,000)
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22.1200
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06/28/2021
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Sale of Common Stock
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(2,000)
|
22.3827
|
06/28/2021
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Sale of Common Stock
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(4,000)
|
22.3528
|
06/28/2021
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Sale of Common Stock
|
(2,000)
|
22.2200
|
06/28/2021
|
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Sale of Common Stock
|
(2,000)
|
22.3850
|
06/28/2021
|
|
Sale of Common Stock
|
(2,000)
|
22.3200
|
06/28/2021
|
|
Sale of Common Stock
|
(2,000)
|
21.9319
|
06/28/2021
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Sale of Common Stock
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(1,000)
|
22.0280
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06/28/2021
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Sale of Common Stock
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(2,000)
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21.8101
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06/28/2021
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Sale of Common Stock
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(2,000)
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22.0589
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06/28/2021
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Sale of Common Stock
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(1,000)
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22.0000
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06/28/2021
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Sale of Common Stock
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(1,000)
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22.1656
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06/28/2021
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Sale of Common Stock
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(1,000)
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22.0416
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06/28/2021
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Sale of Common Stock
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(1,000)
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21.9033
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06/28/2021
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Sale of Common Stock
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(1,000)
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22.0113
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06/28/2021
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Sale of Common Stock
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(1,000)
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22.1150
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06/28/2021
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Sale of Common Stock
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(1,000)
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22.2030
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06/28/2021
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Sale of Common Stock
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(2,000)
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22.2500
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06/28/2021
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Sale of Common Stock
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(2,000)
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22.3610
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06/28/2021
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Sale of Common Stock
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(2,000)
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22.0869
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06/28/2021
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Sale of Common Stock
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(1,000)
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21.6741
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06/28/2021
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Sale of Common Stock
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(1,000)
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21.7590
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06/28/2021
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Sale of Common Stock
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(1,850)
|
21.7201
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06/28/2021
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Sale of Common Stock
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(2,000)
|
21.9454
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06/28/2021
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Sale of Common Stock
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(2,000)
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22.0000
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06/28/2021
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Sale of Common Stock
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(2,000)
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22.4906
|
06/28/2021
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Sale of Common Stock
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(3,000)
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23.0046
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06/28/2021
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Sale of Common Stock
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(3,000)
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23.3950
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06/28/2021
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Sale of Common Stock
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(5,000)
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22.7800
|
06/28/2021
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Sale of Common Stock
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(2,800)
|
22.8031
|
06/28/2021
|
|
Sale of Common Stock
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(2,000)
|
23.0163
|
06/28/2021
|
|
Sale of Common Stock
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(2,024)
|
23.0006
|
06/28/2021
|
|
Sale of Common Stock
|
(5,000)
|
23.0482
|
06/28/2021
|
|
Sale of Common Stock
|
(10,000)
|
23.0821
|
06/28/2021
|
|
Sale of Common Stock
|
(5,000)
|
23.7000
|
06/28/2021
|
|
Sale of Common Stock
|
(10,000)
|
23.3551
|
06/28/2021
|
|
Sale of Common Stock
|
(5,000)
|
24.2585
|
06/28/2021
|
|
Sale of Common Stock
|
(5,000)
|
24.7700
|
06/28/2021
|
David
Elliot Lazar
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Sale of Common Stock
|
(1,000)
|
20.4000
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.5143
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.4100
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.5889
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.7008
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.7150
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6500
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6488
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6599
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.7760
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6914
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.7250
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6250
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6129
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.7800
|
06/28/2021
|
|
Sale of Common Stock
|
(967)
|
20.5150
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.7050
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6048
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6706
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.6250
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.5080
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.5500
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.4283
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.4584
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.5243
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.4400
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.4809
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.5207
|
06/28/2021
|
|
Sale of Common Stock
|
(771)
|
20.5000
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.3650
|
06/28/2021
|
|
Sale of Common Stock
|
(1,000)
|
20.4620
|
06/28/2021
|
Ikonics (NASDAQ:IKNX)
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Ikonics (NASDAQ:IKNX)
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From Apr 2023 to Apr 2024
