Nance Amends Filing for Global Gas Corp
Ticker: HGASW · Form: SC 13D/A · Filed: Mar 6, 2024 · CIK: 1817232
| Field | Detail |
|---|---|
| Company | Global Gas CORP (HGASW) |
| Form Type | SC 13D/A |
| Filed Date | Mar 6, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 7 min |
| Key Dollar Amounts | $0.0001, $250,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: sec-filing, schedule-13d, amendment
Related Tickers: GGAS
TL;DR
Nance just changed his SEC filing for Global Gas Corp (GGAS) - might be a big deal.
AI Summary
William Bennett Nance, Jr. has filed an amendment (No. 1) to Schedule 13D for Global Gas Corporation, dated March 4, 2024. This filing relates to the Class A Common Stock of the company. Nance previously filed a Schedule 13G, indicating he is now filing a Schedule 13D, suggesting a potential shift in his investment strategy or holdings.
Why It Matters
This amendment signals a potential change in how a significant shareholder, William Bennett Nance, Jr., is reporting his stake in Global Gas Corporation, which could influence market perception.
Risk Assessment
Risk Level: medium — The shift from a 13G to a 13D filing often indicates a more active or strategic interest in the company, which can introduce uncertainty.
Key Numbers
- Amendment No. 1 — Filing Amendment (Indicates a change to a previous filing)
Key Players & Entities
- William Bennett Nance, Jr. (person) — Filing person and beneficial owner
- Global Gas Corporation (company) — Subject company
- Dune Acquisition Corp (company) — Former company name
FAQ
What was the previous filing type for William Bennett Nance, Jr. regarding Global Gas Corporation?
William Bennett Nance, Jr. had previously filed a Schedule 13G.
What is the CUSIP number for Global Gas Corporation's Class A Common Stock?
The CUSIP number is 37892P107.
What is the business address for Global Gas Corporation?
The business address is 99 Wall Street, Suite 436, New York, NY 10005.
What is the date of the event requiring this Schedule 13D filing?
The date of the event is March 4, 2024.
What was the former name of Global Gas Corporation?
The former company name was Dune Acquisition Corp, with a date of name change on July 8, 2020.
Filing Stats: 1,636 words · 7 min read · ~5 pages · Grade level 14.1 · Accepted 2024-03-06 19:01:33
Key Financial Figures
- $0.0001 — suer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securiti
- $250,000 — g principles, up to a maximum amount of $250,000 on an annualized basis, less applicable
Filing Documents
- hgas13da1_nance.htm (SC 13D/A) — 54KB
- 0000905148-24-000913.txt ( ) — 55KB
of the Schedule 13D is hereby amended and supplemented as follows
Item 1 of the Schedule 13D is hereby amended and supplemented as follows: This Amendment No. 1 to Schedule 13D ("Amendment No. 1") amends and supplements the statement on Schedule 13D relating to the Class A Common Stock of Global Gas Corporation, filed by the Reporting Person on January 2, 2024 (collectively, the "Schedule 13D"). All capitalized terms not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D. The Schedule 13D is amended and supplemented by adding the information contained herein, and only those items amended are reported herein. Item 4. Purpose of Transaction
of the Schedule 13D is hereby amended and supplemented as follows
Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On March 4, 2024, the Issuer entered into forfeiture agreements (the "Forfeiture Agreements") with certain holders of Class B Common Stock, including the Reporting Person, pursuant to which such holders forfeited an aggregate of 1,600,000 shares of Class B Common stock, including 1,440,000 shares of Class B Common Stock forfeited by the Reporting Person. The foregoing description of the Forfeiture Agreements does not purport to be complete and is qualified in its entirety by the full text of the Forfeiture Agreements, a copy of the form of which is filed as an exhibit to this Schedule 13D and is incorporated by reference herein. Item 5. Interest in Securities of the Issuer
(a)-(c) of the Schedule 13D is hereby amended and supplemented as follows
Item 5(a)-(c) of the Schedule 13D is hereby amended and supplemented as follows: (a, b) As of the date hereof, the Reporting Person may be deemed to beneficially own 2,000,000 shares of Class A Common Stock, which represents approximately 26.9% of the shares of Class A Common Stock outstanding. This amount consists of 2,000,000 shares of Class A Common Stock that the Reporting Person has the right to acquire within 60 days upon exchange of 2,000,000 shares of Class B Common Stock held directly by the Reporting Person. The Reporting Person has sole power to vote and sole power to dispose of the 2,000,000 shares of Class A Common Stock that the Reporting Person has the right to acquire within 60 days upon exchange of 2,000,000 shares of Class B Common Stock held directly by the Reporting Person. The foregoing beneficial ownership percentage is calculated based on 5,428,256 shares of Class A Common Stock outstanding immediately after the Closing on December 21, 2023, as reported in the Issuer's current report on Form 8-K filed with the SEC on December 28, 2023, plus, for purposes of calculating the Reporting Person's beneficial ownership percentage, 2,000,000 shares of Class A Common Stock that the Reporting Person has the right to acquire within 60 days upon exchange of 2,000,000 shares of Class B Common Stock held directly by the Reporting Person, which amount has been added to the shares of Class A Common Stock outstanding in accordance with Rule 13d-3(d)(1)(i) under the Act. (c) The response to Item 4 of this Amendment No. 1 is incorporated by reference herein. Except as set forth in this Amendment No. 1, no transactions in the shares of Class A Common Stock have been effected by the Reporting Person during the past 60 days. CUSIP No: 37892P107 SCHEDULE 13D Page 4 of 5 Pages Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
of the Schedule 13D is hereby amended and supplemented as follows
Item 6 of the Schedule 13D is hereby amended and supplemented as follows: The response to Item 4 of this Schedule 13D is incorporated by reference herein. Employment Agreement Amendment On March 4, 2024, the Reporting Person entered into an employment agreement amendment (the "Employment Agreement Amendment") with Global Hydrogen, for which the Reporting Person serves as Chief Executive Officer and Founder. Pursuant to the Employment Agreement Amendment, the Reporting Person's compensation was restructured to entitle him to payments ("Gross Profit Payments") equal to 15% of the Gross Profit (as defined in the Employment Agreement Amendment) of the Issuer, determined in accordance with U.S. generally accepted accounting principles, up to a maximum amount of $250,000 on an annualized basis, less applicable taxes and withholdings, in lieu of the base salary the Reporting Person had previously been entitled to. The Employment Agreement Amendment also shortened the restricted period during which certain noncompetition and non-solicitation provisions of Reporting Person's original employment agreement shall remain in effect, and made conforming changes to the Reporting Person's employment agreement, such that (i) the change in the compensation structure effected by the Employment Agreement Amendment shall not constitute "good reason" for the Reporting Person to terminate his employment with Global Hydrogen, other subsidiaries of the Issuer or the Issuer itself, and (ii) if the Reporting Person's employment is terminated by him for good reason, or by the Issuer without cause (and not due to death or disability), the Reporting Person shall be entitled to consideration updated to include any earned but unpaid Gross Profit Payments through the date of termination. The foregoing description of the Employment Agreement Amendment does not purport to be complete and is qualified in its entirety by the full text of the Employment Agreement Amendment, a copy of which is filed a