Amended Statement of Beneficial Ownership (sc 13d/a)
April 21 2021 - 12:57PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
Surgalign
Holdings, Inc.
(Name
of Issuer)
Common
Stock, par value $0.001 per share
(Title
of Class of Securities)
86882C105
(CUSIP
Number)
Pawel
Lewicki
296
Woodward Blvd.
Tulsa,
Oklahoma 74114
(918)
513-2636
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
February
1, 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 Rule
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).
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1.
|
Names
of Reporting Persons
Roboticine,
Inc
|
|
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)
OO
(See Item 3)
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
6,250,000
|
|
8.
|
Shared
Voting Power
0
|
|
9.
|
Sole
Dispositive Power
6,250,000
|
|
10.
|
Shared
Dispositive Power
0
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,250,000
|
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
5.67%*
|
|
14.
|
Type
of Reporting Person (See Instructions)
CO
|
*Based
on 110,268,280 shares of the Issuer’s common stock outstanding as of March 10, 2021, as reported in the Issuer’s Quarterly
Report on Form 10-Q filed with the Securities and Exchange Commission on March 16, 2021.
|
1.
|
Names
of Reporting Persons
Pawel
Lewicki
|
|
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,
OO (See Item 3)
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [ ]
|
|
6.
|
Citizenship
or Place of Organization
U.S.
|
|
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With
|
7.
|
Sole
Voting Power
8,262,381
|
|
8.
|
Shared
Voting Power
0
|
|
9.
|
Sole
Dispositive Power
8,262,381
|
|
10.
|
Shared
Dispositive Power
0
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
8,262,381
|
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
7.49%*
|
|
14.
|
Type
of Reporting Person (See Instructions)
IN,
HC
|
*Based
on 110,268,280 shares of the Issuer’s common stock outstanding as of March 10, 2021, as reported in the Issuer’s Quarterly
Report on Form 10-Q filed with the Securities and Exchange Commission on March 16, 2021.
|
1.
|
Names
of Reporting Persons
SSAR
Investments, 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)
OO
(See Item 3)
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
6,250,000
|
|
8.
|
Shared
Voting Power
0
|
|
9.
|
Sole
Dispositive Power
6,250,000
|
|
10.
|
Shared
Dispositive Power
0
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,250,000
|
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
5.67%*
|
|
14.
|
Type
of Reporting Person (See Instructions)
OO,
HC
|
*Based
on 110,268,280 shares of the Issuer’s common stock outstanding as of March 10, 2021, as reported in the Issuer’s Quarterly
Report on Form 10-Q filed with the Securities and Exchange Commission on March 16, 2021.
|
1.
|
Names
of Reporting Persons
Neva,
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)
OO
(See Item 3)
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 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
6,250,000
|
|
8.
|
Shared
Voting Power
0
|
|
9.
|
Sole
Dispositive Power
6,250,000
|
|
10.
|
Shared
Dispositive Power
0
|
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,250,000
|
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
|
|
13.
|
Percent
of Class Represented by Amount in Row (11)
5.67%*
|
|
14.
|
Type
of Reporting Person (See Instructions)
OO,
HC
|
*Based
on 110,268,280 shares of the Issuer’s common stock outstanding as of March 10, 2021, as reported in the Issuer’s Quarterly
Report on Form 10-Q filed with the Securities and Exchange Commission on March 16, 2021.
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Item
3.
|
Source
and Amount of Funds or Other Consideration
|
2,000,000
shares of the Issuer’s common stock were purchased by Mr. Lewicki on February 1, 2021 for $3,000,000 in cash. The
other 12,381 shares of the Issuer’s common stock acquired by Mr. Lewicki since the date of the original Schedule 13D were
issued to Mr. Lewicki as compensation for services as a director of the Issuer pursuant to the Issuer’s 2018 Incentive Compensation
Plan.
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Item
5.
|
Interest
in Securities of the Issuer
|
|
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a)
|
The
6,250,000 shares of common stock beneficially owned by the Reporting Persons other than Mr. Lewicki constitute approximately
5.67% of the Issuer’s outstanding shares of common stock based on 110,268,280 shares of common stock outstanding
as of March 10, 2021, as reported in the Issuer’s Annual Report on Form 10-K filed with the Securities and Exchange
Commission on March 16, 2021. Krzysztof Siemionow does not beneficially own any shares of the Issuer’s common stock.
Each Reporting Person disclaims beneficial ownership of the reported common stock except to the extent of such Reporting
Person’s pecuniary interest therein, and this statement shall not be deemed an admission that such Reporting Person
is the beneficial owner of the reported common stock for the purposes of Section 13(d) of the Securities Act of 1933,
as amended, or any other purpose.
The
8,262,381 shares of common stock beneficially owned by Mr. Lewicki constitute approximately 7.24% of the Issuer’s
outstanding shares of common stock based on 110,268,280 shares of common stock outstanding as of March 10, 2021, as reported
in the Issuer’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 16, 2021.
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|
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b)
|
The Reporting Persons, by virtue
of their control over Roboticine, have the sole power to vote or direct the vote, and dispose or direct the disposition, of the
6,250,000 shares of common stock reported on this Schedule 13D. Mr. Lewicki also has the sole power to vote or direct the vote,
and dispose or direct the disposition, of the 8,262,381 shares of common stock reported on this Amendment No. 1 to Schedule 13D.
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|
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c)
|
The
information contained in Item 3 to this Schedule 13D is incorporated by reference herein. Other than the acquisition of the
shares of common stock in the Acquisition as reported in this Schedule 13D, none of the Reporting Persons or Krzysztof Siemionow
have effected any transactions in the Issuer’s common stock in the past 60 days.
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|
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d)
|
To
the Reporting Persons’ knowledge, no person has the right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, such shares owned directly by Roboticine, other than the Reporting Persons by virtue
of their direct and indirect ownership of Roboticine. To the Reporting Persons’ knowledge, no person has the right to
receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such shares owned directly
by Mr. Lewicki, other than Mr. Lewicki.
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Signature
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:
April 21, 2021
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Roboticine,
Inc
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By:
|
/s/
Pawel Lewicki
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Pawel
Lewicki
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Its:
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President
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/s/ Pawel Lewicki
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Pawel Lewicki
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SSAR
Investments, LLC
|
|
|
|
|
|
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By:
|
/s/
Pawel Lewicki
|
|
|
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Pawel
Lewicki
|
|
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Its:
|
Sole
Manager
|
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Neva,
LLC
|
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By:
|
/s/
Pawel Lewicki
|
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Pawel
Lewicki
|
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Its:
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Sole
Manager
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ATTENTION
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Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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