Amended Statement of Ownership (sc 13g/a)
February 11 2022 - 05:29PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
FinTech Acquisition Corp.
V |
(Name of Issuer) |
Class A Common Stock, par value
$0.0001 per share |
(Title of Class of
Securities) |
December 31, 2021 |
(Date of Event Which Requires Filing
of this Statement) |
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[_]
Rule 13d-1(b)
[X]
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 provisions of the Act (however, see the Notes).
1. |
NAME OF REPORTING PERSONS |
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY) |
|
|
|
|
|
Suvretta Capital Management, LLC |
|
|
|
|
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS) |
|
|
(a) [_] |
|
|
(b) [x] |
|
|
|
3. |
SEC USE ONLY |
|
|
|
|
|
|
|
|
|
|
4. |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
|
Delaware |
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH |
|
|
|
5. |
SOLE VOTING POWER |
|
|
|
|
|
0 |
|
|
|
|
6. |
SHARED VOTING POWER |
|
|
|
|
|
0 |
|
|
|
|
7. |
SOLE DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
|
8. |
SHARED DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
|
9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON |
|
|
|
|
0 |
|
|
|
|
10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
[_] |
|
|
|
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9) |
|
|
|
|
|
0% |
|
|
|
|
12. |
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) |
|
|
|
|
|
IA,
OO
|
|
1. |
NAME OF REPORTING PERSONS |
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY) |
|
|
|
|
|
Suvretta Master Fund, Ltd. |
|
|
|
|
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) |
|
|
|
|
|
|
(a)
[_]
(b)
[x]
|
|
|
|
3. |
SEC USE ONLY |
|
|
|
|
|
|
|
|
|
|
4. |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
|
Cayman Islands |
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH |
|
|
|
|
5. |
SOLE VOTING POWER |
|
|
|
|
|
0 |
|
|
|
|
6. |
SHARED VOTING POWER |
|
|
|
|
|
0 |
|
|
|
|
7. |
SOLE DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
|
8. |
SHARED DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
|
9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON |
|
|
|
|
|
0 |
|
|
|
|
10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
[_] |
|
|
|
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9) |
|
|
|
|
|
0% |
|
|
|
|
12. |
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) |
|
|
|
|
|
CO |
|
1. |
NAME OF REPORTING PERSONS |
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY) |
|
|
|
|
|
Aaron Cowen |
|
|
|
|
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS) |
|
|
(a) [_] |
|
|
(b) [x] |
|
|
|
3. |
SEC USE ONLY |
|
|
|
|
|
|
|
|
|
|
4. |
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
|
U.S.A. |
|
|
|
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH |
|
|
|
5. |
SOLE VOTING POWER |
|
|
|
|
|
0 |
|
|
|
|
6. |
SHARED VOTING POWER |
|
|
|
|
|
0 |
|
|
|
|
7. |
SOLE DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
|
8. |
SHARED DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
|
9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON |
|
|
|
|
0 |
|
|
|
|
10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
[_] |
|
|
|
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9) |
|
|
|
|
|
0% |
|
|
|
|
12. |
TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) |
|
|
|
|
|
IN,
HC
|
|
Item 1. |
(a). |
Name of Issuer: |
|
|
|
|
|
FinTech Acquisition Corp.
V |
|
|
|
|
(b). |
Address of Issuer's Principal Executive
Offices: |
|
|
|
|
|
2929
Arch Street, Suite 1703
Philadelphia, PA 19104
|
|
|
|
|
|
|
Item 2. |
(a) – (c) |
Name, Principal Business Address, and Citizenship
of Persons Filing: |
|
|
|
|
|
Suvretta Capital Management, LLC – Delaware
Suvretta Master Fund, Ltd. – Cayman Islands
|
|
|
Aaron Cowen – U.S.A. |
|
|
|
|
|
Suvretta Capital Management, LLC:
540 Madison Avenue, 7th
Floor
New York, New York
10022
|
|
|
United States of America
Suvretta Master Fund, Ltd.:
c/o
Maples Corporate Services Limited
P.O.
Box 309
Ugland House
Grand Cayman KY1-1104
Cayman Islands
Aaron Cowen:
c/o Suvretta Capital
Management, LLC
540 Madison Avenue, 7th
Floor
New York, New York
10022
|
|
|
|
|
(d). |
Title of Class of Securities: |
|
|
|
|
|
Class A Common Stock, par value
$0.0001 per share (“Class A Common Stock”) |
|
|
|
|
(e). |
CUSIP Number: |
|
|
|
|
|
31810Q107 |
|
|
|
Item 3. |
If This Statement is filed pursuant
to ss.240.13d-1(b) or 240.13d-2(b), or (c), check whether the
person filing is a |
|
(a) |
[_] |
Broker or dealer registered under
Section 15 of the Exchange Act (15 U.S.C. 78c). |
|
|
|
|
|
(b) |
[_] |
Bank as defined in Section 3(a)(6) of the
Exchange Act (15 U.S.C. 78c). |
|
|
|
|
|
(c) |
[_] |
Insurance company as defined in Section 3(a)(19)
of the Exchange Act (15 U.S.C. 78c). |
|
|
|
|
|
(d) |
[_] |
Investment company registered under Section 8 of
the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
|
|
|
|
|
(e) |
[_] |
An investment adviser in accordance with
§ 240.13d-1(b)(1)(ii)(E); |
|
|
|
|
|
(f) |
[_] |
An employee benefit plan or endowment fund in
accordance with § 240.13d-1(b)(1)(ii)(F); |
|
|
|
|
|
(g) |
[_] |
A parent holding company or control
person in accordance with Rule 13d-1(b)(1)(ii)(G); |
|
|
|
|
|
(h) |
[_] |
A savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C.1813); |
|
|
|
|
|
(i) |
[_] |
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); |
|
|
|
|
|
(j) |
[_] |
Group, in accordance with
s.240.13d-1(b)(1)(ii)(J). |
Provide the following information
regarding the aggregate number and percentage of the class of
securities of the issuer identified in Item 1. |
|
(a) |
Amount beneficially
owned: |
|
|
|
|
|
Suvretta Capital Management, LLC –
0 |
|
|
Suvretta Master Fund, Ltd. –
0 |
|
|
Aaron Cowen – 0 |
|
|
|
|
(b) |
Percent of class: |
|
|
|
|
|
Suvretta Capital Management, LLC –
0% |
|
|
Suvretta Master Fund, Ltd. –
0% |
|
|
Aaron Cowen – 0% |
|
|
|
|
(c) |
Number of shares as to which the
person has: |
|
|
|
|
|
(i) |
Sole power to vote or to direct the
vote |
|
|
|
|
|
|
|
|
|
Suvretta Capital Management, LLC –
0 |
|
|
|
Suvretta Master Fund, Ltd. –
0 |
|
|
|
Aaron Cowen – 0 |
|
|
|
|
|
|
|
(ii) |
Shared power to vote or to direct the
vote |
|
|
|
|
|
|
|
|
|
Suvretta Capital Management, LLC –
0 |
|
|
|
Suvretta Master Fund, Ltd. –
0 |
|
|
|
Aaron Cowen – 0 |
|
|
|
|
|
|
|
(iii) |
Sole power to dispose or to direct
the disposition of |
|
|
|
|
|
|
|
|
|
Suvretta Capital Management, LLC –
0 |
|
|
|
Suvretta Master Fund, Ltd. –
0 |
|
|
|
Aaron Cowen – 0 |
|
|
|
|
|
|
|
(iv) |
Shared power to dispose or to direct the
disposition of |
|
|
|
|
|
|
|
|
|
Suvretta Capital Management, LLC –
0 |
|
|
|
Suvretta Master Fund, Ltd. –
0 |
|
|
|
Aaron Cowen – 0 |
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. |
|
If any other person is known to have
the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, such securities,
a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the
class, such person should be identified. A listing of
the shareholders of an investment company registered under the
Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension fund or endowment fund is not
required. |
|
|
N/A |
|
|
Item 7. |
Identification and Classification of
the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company. |
|
If a parent holding company has filed
this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate
under Item 3(g) and attach an exhibit stating the identity and the
Item 3 classification of the relevant subsidiary. If a
parent holding company has filed this schedule pursuant to Rule
13d-1(c) or Rule 13d-1(d), attach an exhibit stating the
identification of the relevant subsidiary. |
|
|
See Exhibit B attached
hereto. |
|
|
Item 8. |
Identification and Classification of
Members of the Group. |
|
If a group has filed this schedule
pursuant to §240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating the
identity and Item 3 classification of each member of the
group. If a group has filed this schedule pursuant to
§240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the
identity of each member of the group. |
|
|
N/A |
|
|
Item 9. |
Notice of Dissolution of
Group. |
|
Notice of dissolution of a group may
be furnished as an exhibit stating the date of the dissolution and
that all further filings with respect to transactions in the
security reported on will be filed, if required, by members of the
group, in their individual capacity. See Item
5. |
|
|
N/A |
|
|
Item 10. |
Certification. |
|
|
(b) |
The following certification shall be
included if the statement is filed pursuant to §240.13d-1(c): |
|
|
|
|
|
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, other than activities solely in connection with a
nomination under § 240.14a-11. |
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.
|
February 11, 2022 |
|
(Date) |
|
|
|
Suvretta Capital Management,
LLC* |
|
|
|
By: /s/ Aaron
Cowen |
|
(Signature) |
|
|
|
Authorized Signatory |
|
(Name/Title)
Suvretta Master Fund, Ltd.*
|
|
|
|
By: /s/ Aaron
Cowen |
|
(Signature) |
|
|
|
Director |
|
(Name/Title) |
|
Aaron Cowen*
|
|
/s/ Aaron Cowen |
|
(Signature) |
|
|
|
|
*Each Reporting Person disclaims beneficial ownership over the
securities reported herein except to the extent of its pecuniary
interest therein.
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative. If
the statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority to
sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the
statement shall be typed or printed beneath his signature.
Note.
Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See
s.240.13d-7 for other parties for whom copies are to be sent.
Attention. Intentional misstatements or omissions of fact
constitute Federal criminal violations (see 18 U.S.C. 1001).
Exhibit A
AGREEMENT
The undersigned agree that this Amendment 1 to Schedule 13G dated
February 11, 2022 relating to the Class A Common Stock, par value
$0.0001 per share of FinTech Acquisition Corp. V shall be filed on
behalf of the undersigned.
|
February 11, 2022 |
|
(Date) |
|
|
|
Suvretta Capital Management,
LLC |
|
|
|
By: /s/ Aaron
Cowen |
|
(Signature) |
|
|
|
Authorized Signatory |
|
(Name/Title)
Suvretta Master Fund, Ltd.
|
|
|
|
By: /s/ Aaron
Cowen |
|
(Signature) |
|
|
|
Director |
|
(Name/Title) |
|
Aaron Cowen
|
|
/s/ Aaron Cowen |
|
(Signature) |
|
|
|
|
Exhibit B
Aaron Cowen has beneficial ownership by virtue of his role as a
control person of Suvretta Capital Management, LLC.
FinTech Acquisition Corp... (NASDAQ:FTCV)
Historical Stock Chart
From May 2023 to Jun 2023
FinTech Acquisition Corp... (NASDAQ:FTCV)
Historical Stock Chart
From Jun 2022 to Jun 2023