Kanders Amends Clarus Stake to 17.7%, Holds 6.5M Shares
Ticker: CLAR · Form: SC 13D/A · Filed: Jan 30, 2024 · CIK: 913277
| Field | Detail |
|---|---|
| Company | Clarus Corp (CLAR) |
| Form Type | SC 13D/A |
| Filed Date | Jan 30, 2024 |
| Risk Level | low |
| Pages | 6 |
| Reading Time | 8 min |
| Key Dollar Amounts | $0.0001, $35.00, $50.00, $15.00, $18.00 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, amendment, beneficial-ownership
TL;DR
**Kanders still owns 17.7% of Clarus, signaling continued insider influence.**
AI Summary
Warren B. Kanders, through Kanders GMP Holdings, LLC, filed an Amendment No. 15 to his Schedule 13D, indicating a change in his beneficial ownership of Clarus Corporation (CLAR) common stock as of January 28, 2024. Kanders now beneficially owns 6,525,421 shares, representing 17.7% of the company's outstanding common stock. This update is crucial for investors as it reflects a significant insider's continued substantial stake and influence in Clarus, potentially signaling confidence or strategic intent.
Why It Matters
This filing shows a major insider, Warren B. Kanders, maintains a significant ownership percentage in Clarus, which can influence corporate governance and strategic decisions.
Risk Assessment
Risk Level: low — This filing is an amendment to an existing Schedule 13D, indicating a stable, albeit updated, ownership position by a known insider, rather than a new, volatile event.
Analyst Insight
Investors should monitor future filings by Warren B. Kanders for any significant changes in his ownership percentage, as a substantial increase or decrease could signal a shift in his outlook on Clarus Corporation's prospects.
Key Numbers
- 6,525,421 — Aggregate Shares Beneficially Owned (Total shares Warren B. Kanders beneficially owns in Clarus Corporation as of January 28, 2024.)
- 17.7% — Percentage of Class (The percentage of Clarus Corporation's common stock beneficially owned by Warren B. Kanders.)
- January 28, 2024 — Date of Event (The date that triggered the requirement for this Schedule 13D/A filing.)
Key Players & Entities
- Warren B. Kanders (person) — Reporting Person, beneficial owner of Clarus Corp. shares
- Kanders GMP Holdings, LLC (company) — Entity through which Warren B. Kanders holds shares
- Clarus Corporation (company) — The Issuer of the common stock
- $0.0001 (dollar_amount) — Par value of Clarus Corp. Common Stock
- 6,424,977 (dollar_amount) — Shares with sole voting and sole dispositive power for Warren B. Kanders
- 100,444 (dollar_amount) — Shares with shared voting and shared dispositive power for Warren B. Kanders
Forward-Looking Statements
- Warren B. Kanders will maintain a significant ownership stake in Clarus Corporation. (Warren B. Kanders) — high confidence, target: Q3 2024
- Kanders' continued large stake may lead to further involvement in strategic decisions or potential board influence. (Clarus Corporation) — medium confidence, target: Q4 2024
FAQ
Who is the reporting person for this Schedule 13D/A filing?
The reporting person for this Schedule 13D/A filing is Warren B. Kanders, as stated in Item 1 of the filing.
What is the CUSIP number for Clarus Corporation's common stock?
The CUSIP number for Clarus Corporation's common stock is 18270P109, as listed on the cover page of the filing.
What is the total number of shares beneficially owned by Warren B. Kanders as reported in this filing?
Warren B. Kanders beneficially owns an aggregate of 6,525,421 shares of Clarus Corporation common stock, as detailed in Item 11 of the filing.
What percentage of Clarus Corporation's common stock does Warren B. Kanders beneficially own?
Warren B. Kanders beneficially owns 17.7% of Clarus Corporation's common stock, as stated in Item 13 of the filing.
What was the date of the event that required this amendment to the Schedule 13D?
The date of the event which required the filing of this amendment was January 28, 2024, as specified on the cover page of the filing.
Filing Stats: 1,896 words · 8 min read · ~6 pages · Grade level 11.2 · Accepted 2024-01-30 16:46:02
Key Financial Figures
- $0.0001 — ATION (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securitie
- $35.00 — on Stock shall have equaled or exceeded $35.00 per share for twenty consecutive tradin
- $50.00 — on Stock shall have equaled or exceeded $50.00 per share for twenty consecutive tradin
- $15.00 — on Stock shall have equaled or exceeded $15.00 per share for twenty consecutive tradin
- $18.00 — on Stock shall have equaled or exceeded $18.00 per share for twenty consecutive tradin
- $14.39 — ption award having an exercise price of $14.39 per share that was previously granted t
Filing Documents
- tm244452d1_sc13da.htm (SC 13D/A) — 50KB
- 0001104659-24-008294.txt ( ) — 51KB
Purpose of Transaction
Item 4. Purpose of Transaction.
of the Schedule
Item 4 of the Schedule 13D is hereby amended to include the following: This Schedule 13D is filed by the Reporting Persons to report the acquisition of shares of Common Stock upon the vesting of options to purchase shares of Common Stock and the vesting of a restricted stock award that were both previously granted to Mr. Kanders under the Company's 2015 Stock Incentive Plan which increases Mr. Kanders' beneficial ownership (as such term is defined under Rule 13d-3 under the Exchange Act of 1934, as amended) of the Common Stock from the amounts reported on the Schedule 13D previously filed by the Reporting Persons with the Commission on December 19, 2023. The Reporting Persons may review their investment in the Company on a continuing basis, and to the extent permitted by law, may engage in discussions with other stockholders and/or with management and other members of the Board of Directors of the Company concerning the business, operations or future plans of the Company. Depending on various factors including, without limitation, the Company's financial position, the price levels of the Common Stock, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may, subject to their legal obligations, in the future take such actions with respect to their investment in the Company as they deem appropriate including, without limitation, purchasing additional shares of Common Stock, selling shares of Common Stock, taking any other action with respect to the Company or any of its securities in any manner permitted by law or changing their intention with respect to any and all matters referred to in paragraphs (a) through (j) of Item 4. CUSIP No. 18270P109 13D/A Page 5 of 6 Pages
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer.
of the Schedule 13D
Item 5 of the Schedule 13D is hereby amended and restated in its entirety to read as follows: (a), (b) and (c). As of the date of this Schedule 13D, Mr. Kanders may be deemed to be the beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act of 1934, as amended) of 6,525,421 shares of Common Stock, constituting approximately 16.7% of the outstanding shares of Common Stock, which is comprised of: (i) 3,845,527 shares of Common Stock owned directly by Mr. Kanders; (ii) 1,528,465 shares of Common Stock held by Holdings, of which Mr. Kanders is a majority member and a trustee of the manager of Holdings; (iii) options to purchase an aggregate of 905,997 shares of Common Stock which were previously granted under the Company’s 2015 Stock Incentive Plan and are presently exercisable; (iv) 1,935 shares of Common Stock that Mr. Kanders may be deemed to beneficially own as UTMA custodian for one of his children; (v) 125,221 shares of Common Stock held by Mr. Kanders’ spouse in a UTA Trust Account of which Mr. Kanders is the sole trustee; (vi) 17,832 shares of Common Stock that Mr. Kanders may be deemed to beneficially own as joint tenancy with rights of survivorship; and (vii) 100,444 shares of Common Stock that are beneficially owned by Mr. Kanders’ spouse. Mr. Kanders (i) has the sole power to direct the vote and disposition of 6,424,977 shares of Common Stock; and (ii) shares with his spouse the power to direct the voting and disposition of 100,444 shares of Common Stock. The amount reported above as being beneficially owned by Mr. Kanders excludes (i) a stock award of 500,000 shares of restricted Common Stock which were previously granted under the Company's 2015 Stock Incentive Plan and all of which shall vest if on or before May 28, 2024, the Fair Market Value (as defined in the 2015 Stock Incentive Plan) of the Company's Common Stock shall have equaled or exceeded $35.00 per share for twenty consecutive trading days; (ii) a s