Hitchcock Group Amends Minim Inc. 13D, Signals Ownership Change
Ticker: FIEE · Form: SC 13D/A · Filed: Jan 2, 2024 · CIK: 1467761
| Field | Detail |
|---|---|
| Company | Minim, INC. (FIEE) |
| Form Type | SC 13D/A |
| Filed Date | Jan 2, 2024 |
| Risk Level | medium |
| Pages | 11 |
| Reading Time | 13 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, amendment, shareholder-activism
TL;DR
**Major shareholder Jeremy Hitchcock just updated his stake in Minim, Inc., watch for potential stock movement.**
AI Summary
Jeremy P. Hitchcock and his associated entities, including Orbit Group LLC and Hitchcock Capital Partners, LLC, filed Amendment No. 23 to their Schedule 13D for Minim, Inc. on December 28, 2023. This amendment indicates a change in their beneficial ownership of Minim, Inc. common stock, $0.01 par value, which is important for investors as it signals a shift in the influence of a significant shareholder group. This matters to current or prospective shareholders because changes in major insider holdings can affect stock price and signal confidence (or lack thereof) in the company's future direction.
Why It Matters
This filing shows a significant shareholder group, led by Jeremy P. Hitchcock, has updated their stake in Minim, Inc., which can influence company strategy and investor sentiment.
Risk Assessment
Risk Level: medium — Changes in significant insider holdings can introduce uncertainty or signal potential shifts in company control or strategy, leading to stock volatility.
Analyst Insight
Investors should monitor subsequent filings from the Hitchcock group to understand the nature and extent of their ownership changes and assess potential implications for Minim, Inc.'s governance and stock performance.
Key Players & Entities
- Jeremy P. Hitchcock (person) — filing person and group member
- MINIM, INC. (company) — subject company (issuer)
- Orbit Group LLC (company) — group member and contact for notices
- Hitchcock Capital Partners, LLC (company) — group member
- ELIZABETH CASH HITCHCOCK (person) — group member
- SLINGSHOT CAPITAL, LLC (company) — group member
- ZULU HOLDINGS LLC (company) — group member
- $0.01 (dollar_amount) — par value of common stock
FAQ
Who filed this Amendment No. 23 to Schedule 13D?
The filing was made by Jeremy P. Hitchcock and his associated group members, including Elizabeth Cash Hitchcock, Hitchcock Capital Partners, LLC, Orbit Group LLC, Slingshot Capital, LLC, and Zulu Holdings LLC.
What is the subject company of this SC 13D/A filing?
The subject company, also known as the issuer, is Minim, Inc. (CIK: 0001467761).
What is the specific class of securities involved in this filing?
The class of securities is Common Stock, with a par value of $0.01.
What was the date of the event that required this filing?
The date of the event which required the filing of this statement was December 28, 2023.
Who is authorized to receive notices and communications for the filing person?
Megan Ward of Orbit Group LLC, located at 848 Elm Street, 2nd Floor, Manchester, NH 03101, is authorized to receive notices and communications.
Filing Stats: 3,364 words · 13 min read · ~11 pages · Grade level 15.2 · Accepted 2023-12-29 18:54:46
Key Financial Figures
- $0.01 — Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securitie
Filing Documents
- ea190461-13da23hitchco_minim.htm (SC 13D/A) — 119KB
- ea190461ex99-2_minim.htm (EX-99.2) — 48KB
- 0001213900-23-100205.txt ( ) — 168KB
Purpose of Transaction
Item 4. Purpose of Transaction
of the Schedule 13D is amended and supplemented by the addition
Item 4 of the Schedule 13D is amended and supplemented by the addition of the following at the end of Item 4: On December 28, 2023, the Issuer, Mr. David Elliot Lazer, an individual (the “Proxy”), and each of Mr. Jeremy P. Hitchcock, an individual, Orbit Group LLC, Hitchcock Capital Partners, LLC, Zulu Holdings, LLC, Slingshot Capital, LLC, affiliates of Jeremy Hitchcock, and Elizabeth Cash Hitchcock, an individual (the “Stockholders”), entered into a Voting Agreement (the “Voting Agreement”) with respect to a proposed securities purchase agreement (the “SPA”) under negotiation by the Issuer and the Proxy for the sale of shares of a newly designated series of convertible preferred stock of the Issuer. Upon execution of the Voting Agreement, it will be placed in escrow with counsel to the Proxy, until the complete execution and effectiveness of the SPA by the Issuer and the Proxy, at which time the Voting Agreement will be released from escrow to the benefit of the Proxy (the “ Proxy Effective Date ”). Upon and following the Proxy Effective date, the Voting Agreement will govern the vote of the 1,447,867 shares of Common Stock, representing the aggregate voting interest of the Stockholders taken as a whole as of the signature date, as well as any additional shares of Common Stock which may be acquired by the Stockholders until the expiration of the Voting Agreement by the Proxy with respect to any and all matters concerning a shareholder vote with respect to actions to be taken pursuant to the proposed terms of the draft SPA, including but not limited to (a) effecting a reverse stock split of the Common Stock of the Issuer; (b) increasing the authorized shares of Preferred Stock of the Issuer and (c) electing new members to the board of directors as may be appointed by the Proxy. The Stockholders agree and covenant that at any meeting of the shareholders of the Issuer and/ or in connection with any corpora
Contracts, Arrangements, Understandings or Relationships with Respect
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The information set forth in Item 4 is incorporated herein by reference.
Material to be Filed as Exhibits
Item 7. Material to be Filed as Exhibits Exhibit 99.1 Joint Filing Agreement among Jeremy P. Hitchcock, Elizabeth Cash Hitchcock, Orbit Group LLC, Hitchcock Capital Partners, LLC, Zulu Holdings LLC and Slingshot Capital, LLC dated as of December 8, 2023 (incorporated by reference to Exhibit 99.1 to Amendment No. 22 to Schedule 13D filed on December 11, 2023. Exhibit 99.2 V oting Agreement, dated as of December 28, 2023, by and among Minim, Inc., David Elliot Lazar, Jeremy P. Hitchcock, Elizabeth Cash Hitchcock, Orbit Group LLC, Hitchcock Capital Partners, LLC, Zulu Holdings LLC and Slingshot Capital, LLC. 8 Signature After reasonable inquiry and to the best of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: December 29, 2023 /s/ Jeremy P. Hitchcock Jeremy P. Hitchcock /s/ Elizabeth Cash Hitchcock Elizabeth Cash Hitchcock Orbit Group LLC By: /s/ Jeremy P. Hitchcock Name: Jeremy P. Hitchcock Title: Manager Hitchcock Capital Partners, LLC By: Orbit Group LLC, its Manager By: /s/ Jeremy P. Hitchcock Name: Jeremy P. Hitchcock Title: Manager Zulu Holdings LLC By: Orbit Group LLC, its Manager By: /s/ Jeremy P. Hitchcock Name: Jeremy P. Hitchcock Title: Manager Slingshot Capital, LLC By: Orbit Group LLC, its Manager By: /s/ Jeremy P. Hitchcock Name: Jeremy P. Hitchcock Title: Manager 9