Amended Statement of Ownership (sc 13g/a)
February 14 2018 - 5:49PM
Edgar (US Regulatory)
UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13G
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(Rule 13d-102)
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Information Statement Pursuant to Rules 13d-1 and 13d-2
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Under the Securities Exchange Act of 1934
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(Amendment No.
1
)*
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Paragon
Shipping Inc.
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(Name of Issuer)
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Class A common shares, par value $0.001 per share
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(Title of Class of Securities)
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Y6728Q202
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(CUSIP Number)
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December
31, 2017
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Date of Event Which Requires Filing of the Statement
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Check the appropriate box to designate the
rule pursuant to which this Schedule is filed:
*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).
CUSIP
No.
Y6728Q202
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13G/A
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Page
2
of
10
Pages
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1.
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel Securities LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
¨
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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
29,518
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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
See Row 6 above
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above
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10.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
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¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.7%
1
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12.
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TYPE OF REPORTING PERSON
BD; OO
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|
1
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The
percentages reported in this Schedule 13G/A are based upon 4,012,321 shares of common
stock outstanding as of October 3, 2017 according to OTC Markets.
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CUSIP
No.
Y6728Q202
|
13G/A
|
Page
3
of
10
Pages
|
1.
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CALC III LP
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
¨
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3.
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SEC USE ONLY
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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
29,518
|
7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
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¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.7%
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12.
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TYPE OF REPORTING PERSON
PN; HC
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CUSIP
No.
Y6728Q202
|
13G/A
|
Page
4
of
10
Pages
|
1.
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel Securities GP LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
¨
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3.
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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
29,518
|
7.
|
SOLE DISPOSITIVE POWER
0
|
8.
|
SHARED DISPOSITIVE POWER
See Row 6 above.
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
|
¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.7%
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12.
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TYPE OF REPORTING PERSON
OO; HC
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CUSIP
No.
Y6728Q202
|
13G/A
|
Page
5
of
10
Pages
|
1.
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kenneth Griffin
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
¨
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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
U.S. Citizen
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
|
SOLE VOTING POWER
0
|
6.
|
SHARED VOTING POWER
29,518
|
7.
|
SOLE DISPOSITIVE POWER
0
|
8.
|
SHARED DISPOSITIVE POWER
See Row 6 above
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
|
¨
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.7%
|
12.
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TYPE OF REPORTING PERSON
IN; HC
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CUSIP
No.
Y6728Q202
|
13G/A
|
Page
6
of
10
Pages
|
Paragon Shipping Inc.
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Item 1(b)
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Address of Issuer’s Principal Executive Offices
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15 Karamanli Ave., GR 166 73, Voula, Greece
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Item 2(a)
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Name of Person Filing
This Schedule 13G/A is being
jointly filed by Citadel Securities LLC (“Citadel Securities”), CALC III LP (“CALC3”), Citadel Securities
GP LLC (“CSGP”) and Mr. Kenneth Griffin (collectively with Citadel Securities, CALC3 and CSGP, the “Reporting
Persons”) with respect to Class A common shares of the above-named issuer owned by Citadel Securities.
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CALC3 is the non-member manager of Citadel
Securities. CSGP is the general partner of CALC3. Mr. Griffin owns a controlling interest in CSGP.
The filing of this statement shall not
be construed as an admission that any of the Reporting Persons is the beneficial owner of any securities covered by the statement
other than the securities actually owned by such person (if any).
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Item 2(b)
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Address of Principal Business Office
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The address of the principal business
office of each of the Reporting Persons is 131 S. Dearborn Street, 32nd Floor, Chicago, Illinois 60603.
Each of Citadel Securities and CSGP
is organized as a limited liability company under the laws of the State of Delaware. CALC3 is organized as a limited partnership
under the laws of the State of Delaware. Mr. Griffin is a U.S. citizen.
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Item 2(d)
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Title of Class of Securities
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Class A common shares, $0.001 par value
Y6728Q202
CUSIP
No.
Y6728Q202
|
13G/A
|
Page
7
of
10
Pages
|
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Item 3
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If this statement is filed
pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
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(a)
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x
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Broker or dealer registered under Section 15 of the Exchange
Act;
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(b)
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¨
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Bank as defined in Section 3(a)(6) of the Exchange Act;
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(c)
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¨
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Insurance company as defined in Section 3(a)(19) of the Exchange Act;
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(d)
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¨
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Investment company registered under Section 8 of the Investment Company
Act;
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(e)
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¨
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
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(f)
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¨
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
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(g)
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x
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
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(h)
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¨
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A savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
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(i)
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¨
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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;
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(j)
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¨
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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If filing as a non-U.S.
institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____________.
CUSIP
No.
Y6728Q202
|
13G/A
|
Page
8
of
10
Pages
|
|
A.
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Citadel Securities LLC
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|
(a)
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Citadel Securities may be deemed to
beneficially own 29,518 Class A common shares.
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(b)
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The number of shares CS may be deemed
to beneficially own constitutes approximately 0.7% of the Class A common shares outstanding.
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(c)
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Number of shares as to which such person has:
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(i)
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sole power to vote or to direct the
vote: 0
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(ii)
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shared power to vote or to direct
the vote: 29,518
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(iii)
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sole power to dispose or to direct
the disposition of: 0
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(iv)
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shared power to dispose or to direct
the disposition of: 29,518
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(a)
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CALC3 may be deemed to beneficially
own 29,518 Class A common shares.
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(b)
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The number of shares CALC3 may be
deemed to beneficially own constitutes approximately 0.7% of the Class A common shares
outstanding.
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(c)
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Number of shares as to which such person has:
|
|
(i)
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sole power to vote or to direct the
vote: 0
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(ii)
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shared power to vote or to direct
the vote: 29,518
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(iii)
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sole power to dispose or to direct
the disposition of: 0
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(iv)
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shared power to dispose or to direct
the disposition of: 29,518
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CUSIP
No.
Y6728Q202
|
13G/A
|
Page
9
of
10
Pages
|
|
C.
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Citadel Securities GP LLC and Kenneth Griffin
|
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(a)
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Each of CSGP and Mr. Griffin may be
deemed to beneficially own 29,518 Class A common shares.
|
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(b)
|
The number of shares CSGP and Mr.
Griffin may be deemed to beneficially own constitutes approximately 0.7% of the Class
A common shares outstanding.
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(c)
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Number of shares as to which such person has:
|
|
(i)
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sole power to vote or to direct the
vote: 0
|
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(ii)
|
shared power to vote or to direct
the vote: 29,518
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(iii)
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sole power to dispose or to direct
the disposition of: 0
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(iv)
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shared power to dispose or to direct
the disposition of: 29,518
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Item 5
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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 5 percent of
the class of securities, check the following
x
.
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Item 6
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Ownership of More than Five Percent on Behalf of Another
Person
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Not Applicable
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Item 7
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Identification and Classification of the Subsidiary
which Acquired the Security Being Reported on by the Parent Holding Company
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See Item 2 above
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Item 8
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Identification and Classification of Members of the
Group
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Not Applicable
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Item 9
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Notice of Dissolution of Group
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Not Applicable
By signing below I certify that, to
the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business
and 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.
CUSIP
No.
Y6728Q202
|
13G/A
|
Page
10
of
10
Pages
|
After reasonable inquiry
and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true,
complete and correct.
Dated this 14
th
day of February, 2018.
CITADEL SECURITIES LLC
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CALC III LP
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By:
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/s/ Guy Miller
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By:
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/s/ Guy Miller
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Guy Miller, Authorized Signatory
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Guy Miller, Authorized Signatory
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CITADEL SECURITIES GP LLC
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KENNETH GRIFFIN
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By:
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/s/ Guy Miller
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By:
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/s/ Guy Miller
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Guy Miller, Authorized Signatory
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Guy Miller, attorney-in-fact
*
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*
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Guy Miller is signing on behalf of Kenneth Griffin as attorney-in-fact
pursuant to a power of attorney incorporated by reference herein and attached as Exhibit 99.2 hereto.
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