Statement of Ownership (sc 13g)
February 04 2022 - 3:45PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
AMERGENT
HOSPITALITY GROUP, INC.
(Name
of Issuer)
Common
Stock ($0.0001 par value per share)
(Title
of Class of Securities)
02362J106
(CUSIP
Number)
January
19, 2022
(Date
of Event Which Requires Filing of this Statement)
☐
Rule 13d-1(b)
☒
Rule 13d-1(c)
☐
Rule 13d-1(d)
*
|
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 the disclosures provided in a prior
cover page.
|
The
information required in 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 provision of the Act (however, see the Notes).
CUSIP
No. 02362J106
1.
|
Names
of Reporting Persons:
NY Farms Group,
Inc.
|
|
I.R.S.
Identification Nos. of above persons (entities only): 83-4366500
|
2.
|
Check
the Appropriate Box if a Member of a Group
(a)
☐ (b) ☐
|
3.
|
SEC
Use Only
|
4.
|
Citizenship
or Place of Organization:
New
York
|
Number of
shares
Beneficially
owned
By
each
reporting
Person
with:
|
5.
|
Sole Voting Power:
950,060
|
6.
|
Shared
Voting Power:
0
|
7.
|
Sole
Dispositive Power:
950,060
|
8.
|
Shared
Dispositive Power:
0
|
9.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person:
950,060
|
10.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
|
11.
|
Percent
of Class Represented by Amount in Row (11):
6.0%*
|
12.
|
Type
of Reporting Person (See Instructions):
CO
|
*Calculated
based on 15,706,736 shares of common stock outstanding as of November 5, 2021 as reported in the Issuer’s Quarterly Report on Form
10Q for the period ended September 30, 2021, as filed on November 22, 2021
Item
1(a).
|
NAME
OF ISSUER:
|
|
|
|
The
name of the issuer is Amergent Hospitality Group, Inc., a Delaware corporation (the “Issuer”).
|
Item
1(b).
|
ADDRESS
OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
|
|
|
|
The
Issuer’s principal executive offices are located at 7621 Little Avenue, Suite 414, Charlotte, NC 28226.
|
|
|
Item
2(a).
|
NAME
OF PERSON FILING:
|
|
|
|
NY
Farms Group, Inc.
|
|
|
Item
2(b).
|
ADDRESS
OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
|
|
|
|
The
address of the business office of the Reporting Person is:
|
|
|
|
98
Cutter Mill Rd, Great Neck, NY 11021
|
|
|
Item
2(c).
|
CITIZENSHIP:
|
|
|
|
Citizenship
is set forth in Row 4 of the cover page for Reporting Person is incorporated herein by reference for Reporting Person.
|
|
|
Item
2(d).
|
TITLE
OF CLASS OF SECURITIES:
|
|
|
|
Common
Stock, $0.0001 par value (the “Common Stock”)
|
|
|
Item
2(e).
|
CUSIP
NUMBER:
|
|
|
|
02362J106
|
Item
3.
|
IF
THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
|
|
|
|
|
|
(a)
|
☐
|
Broker
or dealer registered under Section 15 of the Act,
|
|
(b)
|
☐
|
Bank
as defined in Section 3(a)(6) of the Act,
|
|
(c)
|
☐
|
Insurance
Company as defined in Section 3(a)(19) of the Act,
|
|
(d)
|
☐
|
Investment
Company registered under Section 8 of the Investment Company Act of 1940,
|
|
(e)
|
☐
|
Investment
Adviser registered under Section 203 of the Investment Advisers Act of 1940,
|
|
(f)
|
☐
|
Employee
Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F),
|
|
(g)
|
☐
|
Parent
Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G),
|
|
(h)
|
☐
|
Savings
Association as defined in Section 3(b) of the Federal Deposit Insurance Act,
|
|
(i)
|
☐
|
Church
Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940,
|
|
(j)
|
☐
|
A
non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J),
|
|
(k)
|
☐
|
Group,
in accordance with Rule 13d-1(b)(1)(ii)(K).
|
|
|
|
|
|
If
filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________
|
Item
4.
|
OWNERSHIP.
|
|
|
|
(a)
Amount beneficially owned: 950,060
|
|
|
|
(b)
Percent of class: 6.0%
|
|
|
|
(c)
Number of shares as to which the person has:
|
|
|
|
(i)
Sole power to vote or to direct the vote 950,060
|
|
|
|
(ii)
Shared power to vote or to direct the vote 0
|
|
|
|
(iii)
Sole power to dispose or to direct the disposition of 950,060
|
|
|
|
(iv)
Shared power to dispose or to direct the disposition of 0
|
|
|
|
Instruction.
For computations regarding securities which represent a right to acquire an underlying security see § 240.13d-3(d)(1).
|
Item
5.
|
OWNERSHIP
OF FIVE PERCENT OR LESS OF A CLASS.
|
|
|
|
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following [].
|
|
|
Item
6.
|
OWNERSHIP
OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
|
|
|
|
Not
applicable.
|
|
|
Item
7.
|
IDENTIFICATION
AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
|
|
|
|
Not
applicable.
|
|
|
Item
8.
|
IDENTIFICATION
AND CLASSIFICATION OF MEMBERS OF THE GROUP.
|
|
|
|
Not
applicable.
|
|
|
Item
9.
|
NOTICE
OF DISSOLUTION OF GROUP.
|
|
|
|
Not
applicable.
|
|
|
Item
10.
|
CERTIFICATION.
|
|
|
|
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
|
SIGNATURE
After
reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement
is true, complete and correct.
Dated:
February 4, 2022
NY
FARMS GROUP, INC .
|
|
|
|
By:
|
/s/
Stephen Apolant
|
|
|
Stephen
Apolant,
|
|
|
President
|
|
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