Christopher Santi Files SC 13D for Healthy Choice Wellness

Ticker: HCWC · Form: SC 13D · Filed: Sep 25, 2024 · CIK: 1948864

Sentiment: neutral

Topics: ownership-change, schedule-13d, activist-filing

Related Tickers: HCWC

TL;DR

**Santi files 13D on Healthy Choice Wellness. Big ownership change incoming?**

AI Summary

Christopher Santi filed a Schedule 13D on September 17, 2024, for Healthy Choice Wellness Corp. The filing indicates a change in beneficial ownership of the company's Class A and Class B Common Stock. Santi's address is listed as c/o Healthy Choice Wellness Corp. in Hollywood, Florida.

Why It Matters

This filing signals a potential shift in control or significant stake acquisition in Healthy Choice Wellness Corp., which could impact its stock price and strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant stake building or changes in control, which can lead to increased volatility and uncertainty.

Key Numbers

Key Players & Entities

FAQ

What specific percentage of Healthy Choice Wellness Corp. stock does Christopher Santi now beneficially own?

The filing does not specify the exact percentage of ownership, only that a change requiring a Schedule 13D filing has occurred.

What was the specific event on September 17, 2024, that triggered this Schedule 13D filing?

The filing states 'Date of Event which Requires Filing of this Statement' as September 17, 2024, but does not detail the specific event.

Does Christopher Santi hold any executive or board positions at Healthy Choice Wellness Corp.?

The filing does not explicitly state Christopher Santi's role within the company, only his address is listed as 'c/o Healthy Choice Wellness Corp.'

What is the CUSIP number for the securities involved in this filing?

The CUSIP numbers provided are 42227T105 for Class A Common Stock and 4222T204 for Class B Common Stock.

Who is listed as the authorized person to receive notices and communications for this filing?

Martin T. Schrier, Esq. of Cozen O’Connor is listed as the person authorized to receive notices and communications.

Filing Stats: 2,108 words · 8 min read · ~7 pages · Grade level 10.7 · Accepted 2024-09-25 06:15:32

Key Financial Figures

Filing Documents

From the Filing

SC 13D 1 formsc13d.htm UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Healthy Choice Wellness Corp. (Name of Issuer) Class A Common Stock, $0.001 Par Value Class B Common Stock, $0.001 Par Value (Title of Class of Securities) 42227T105 and 4222T204 (CUSIP Number) Christopher Santi c/o Healthy Choice Wellness Corp. 3800 North 28 th Way, #1 Hollywood, Florida 33020 (888)766-5351 Copies to: Martin T. Schrier, Esq. Cozen O’Connor Southeast Financial Center 200 South Biscayne Boulevard, Suite 3000 Miami, Florida 33131 (305) 704-5940 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 17, 2024 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent. 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). 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Christopher Santi 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) OO (see Item 3 below) 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6. CITIZENSHIP OR PLACE OF ORGANIZATION United NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE VOTING POWER 584,488 1 (see Item 5 below) 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 584,488 1 (see Item 5 below) 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 584,488 1 (see Item 5 below) 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.95% (see Item 5 below) 2 14. TYPE OF REPORTING PERSON (see instructions) IN 1 Includes 59,914 shares of Class A Common Stock and 179,742 shares of Class B Common Stock subject to a time-based restricted stock vesting. This restricted Common Stock shall vest in 25% increments on the last day of each of the next four calendar quarters commencing December 31, 2024, provided the Reporting Person has provided continuous service to the Issuer through the applicable vesting date. 2 Based upon 2,895,550 shares of Class A Common Stock outstanding and 6,920,199 shares of Class B Common Stock outstanding as of September 24, 2024. CUSIP Nos. 42227T105 and 4222T204 13D Page 2 of 5 Pages Item 1. Security and Issuer. This the “Common Stock”), of Healthy Choice Wellness Corp., a Delaware corporation (the “Issuer”). The principal executive offices of the Issuer are located at 3800 North 28th Way, #1, Hollywood, Florida 33020. Mr. Santi is filing this Statement to report his acquisition of beneficial ownership on (1) September 13, 2024 (the “Distribution Date”) of shares of Class A Common Stock and Class B Common Stock in connection with the spin-off transaction (the “Spin-Off”) completed on the Distribution Date by Healthier Choices Management Corp. (“HCMC”), pursuant to which the Issuer became a separate, publicly traded company and (2) the purchase of 5,000 shares of Class A Common Stock from the Issuer on September 17, 2024. The Spin-Off was effected through a distribution (the “Distribution”), by means of a dividend in which (i) each holder of HCMC Common Stock received one share of Issuer Class A Common Stock three shares of Issuer Class B Common Stock for every 208,632 shares of HCMC Common Stock held. The holders of Class A Common Stock and Class B Common Stock vote together as a single class with respect to all matters voted on by the stockholders of the Issuer. The Class B Common Stock will are subject to a lock-up period through December 12, 2024 prohibiting sale. Upon the expiration of the lock-up period, such sha

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