Amended Statement of Ownership (sc 13g/a)
February 15 2022 - 06:17AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Hyzon Motors Inc.
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(Name of Issuer) |
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Class A common stock, par value $0.0001 per share
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(Title of Class of Securities) |
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44951Y102
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(CUSIP Number) |
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December 31, 2021 |
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(Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o 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 provisions of the Act (however, see the Notes).
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CUSIP No. 44951Y102
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SCHEDULE
13G/A
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Page 2 of 8 Pages
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1
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NAME OF REPORTING PERSONS
Encompass Capital
Advisors LLC
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
0
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6
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SHARED
VOTING POWER
200,000
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7
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SOLE
DISPOSITIVE POWER
0
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8
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SHARED
DISPOSITIVE POWER
200,000
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
200,000 |
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10
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
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o
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.08%
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12
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TYPE
OF REPORTING PERSON
OO, IA
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CUSIP No. 44951Y102
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SCHEDULE
13G/A
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Page 3 of 8 Pages
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1
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NAME OF REPORTING PERSONS
Todd J. Kantor
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
o
(b)
x
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United States of America
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
0
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6
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SHARED
VOTING POWER
200,000
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7
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SOLE
DISPOSITIVE POWER
0
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8
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SHARED
DISPOSITIVE POWER
200,000
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
200,000 |
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10
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
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o
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.08%
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12
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TYPE
OF REPORTING PERSON
IN, HC
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CUSIP No. 44951Y102
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SCHEDULE
13G/A
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Page 4 of 8 Pages
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| Item 1. |
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(a) Name of Issuer |
Hyzon Motors Inc.
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(b) Address of Issuer’s Principal
Executive Offices |
2744 Sand Hill Road
Menlo Park, California 94025
| Item 2. |
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(a) Name of Person
Filing |
This statement is being filed by Encompass Capital Advisors LLC,
and Todd J. Kantor.
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(b) Address of Principal Business
Office, or, if none, Residence |
The address of the principal business office of Encompass Capital
Advisors LLC. The address of the principal business office of Todd
J. Kantor is c/o Encompass Capital Advisors LLC, 200 Park Avenue,
11th Floor, New York, NY 10166.
(i) Encompass Capital Advisors LLC is a Delaware Limited
Liability Company.
(ii) Todd J. Kantor is a US citizen.
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(d) Title of Class of
Securities |
Class A common stock, par value $0.0001 per share
44951Y102
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CUSIP No. 44951Y102
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SCHEDULE
13G/A
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Page 5 of 8 Pages
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Item 3. If this statement is filed pursuant to §§240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
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(a) |
¨ |
Broker or dealer registered under section 15 of the Act (15
U.S.C. 78o); |
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(b) |
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c); |
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(c) |
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Insurance company as defined in section 3(a)(19) of the Act (15
U.S.C. 78c); |
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(d) |
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Investment company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8); |
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(e) |
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An investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E); |
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(f) |
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An employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F); |
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(g) |
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A parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G); |
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(h) |
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A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) |
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A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3); |
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(j) |
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A non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J); |
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(k) |
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A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing
as a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J), please specify the type of
institution: |
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CUSIP No. 44951Y102
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SCHEDULE
13G/A
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Page 6 of 8 Pages
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Item
4. Ownership
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer identified
in Item 1.
Encompass Capital Advisors LLC
(a) Amount beneficially owned: 200,000
(b) Percent of class: 0.08%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 200,000
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of:
200,000
Todd J. Kantor
(a) Amount beneficially owned: 200,000
(b) Percent of class: 0.08%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 200,000
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of:
200,000
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 [X].
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 or Control
Person
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.
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CUSIP No. 44951Y102
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SCHEDULE
13G/A
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Page 7 of 8 Pages
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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: February 14,
2021
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Encompass Capital
Advisors LLC |
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By: |
Todd J.
Kantor |
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Name: |
Todd J.
Kantor |
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Title: |
Managing
Member |
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By: |
Todd J.
Kantor |
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Name: |
Todd J.
Kantor |
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CUSIP No. 44951Y102
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SCHEDULE
13G/A
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Page 8 of 8 Pages
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JOINT FILING
AGREEMENT
The undersigned hereby agree
that the statement on Schedule 13G/A with respect to the shares of
Class A Common Stock of Hyzon Motors Inc., dated as of February 14,
2021 is, and any amendments thereto signed by each of the
undersigned shall be, filed on behalf of each of us pursuant to and
in accordance with the provisions of Rule 13d-1(k) under the
Securities Exchange Act of 1934, as amended.
Date: February 14,
2021
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Encompass Capital
Advisors LLC |
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By: |
Todd J.
Kantor |
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Name: |
Todd J.
Kantor |
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Title: |
Managing
Member |
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By: |
Todd J.
Kantor |
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Name: |
Todd J.
Kantor |
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