Siminoff Amends Latch (LTCH) Ownership Filing

TL;DR

Siminoff updated his Latch (LTCH) 13D filing on 11/18/24. Ownership details TBD.

AI Summary

James W. Siminoff filed an amendment to his Schedule 13D on November 18, 2024, regarding Latch, Inc. (LTCH). This filing indicates a change in beneficial ownership, though specific new holdings or changes in percentage are not detailed in this excerpt. Siminoff is the Executive Chairman and Chief Strategy Officer of Latch, Inc.

Why It Matters

Changes in beneficial ownership filings like this can signal shifts in control or significant investor sentiment towards a company, potentially impacting its stock price.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant ownership changes or activist intentions, which can introduce volatility.

Key Players & Entities

• James W. Siminoff (person) — Filing person and Executive Chairman/Chief Strategy Officer of Latch, Inc.
• Latch, Inc. (company) — Subject company
• TS Innovation Acquisitions Corp. (company) — Former company name

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securitie
• $0.00005080 — Siminoff (the "Repurchased Shares") for $0.00005080 per share (the "Repurchase Price"), or
• $775.24 — purchase Price"), or a total payment of $775.24. Pursuant to the Restated Restriction A

Filing Documents

• ltch-jamiesiminoffxschedul.htm (SC 13D/A) — 45KB
• 0001981820-24-000003.txt ( ) — 46KB

Purpose of Transaction

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 Separation and Advisory Agreement On November 18, 2024 (the "Agreement Date"), the Issuer and the Reporting Person mutually agreed that the Reporting Person would step down as the Issuer's Chief Strategy Officer on December 31, 2024 (the "Siminoff Separation Date"). Mr. Siminoff will remain in his current role through the Siminoff Separation Date, after which he will serve in an advisory role through December 31, 2026 (such advisory services, the "Advisory Services," and such date, the "Advisory End Date"). Mr. Siminoff will cease to serve as an "executive officer" of the Issuer under Rule 3b-7 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), on the Siminoff Separation Date. On the Agreement Date, Mr. Siminoff and the Issuer entered into a Separation and Advisory Agreement and Release (the "Siminoff Transition Agreement") pursuant to which the Issuer and Mr. Siminoff agreed to amend and restate that certain Common Stock Restriction Agreement, dated as of May 15, 2023, by and between the Issuer and Mr. Siminoff (the "Original Restriction Agreement"), as discussed in further detail below. The Siminoff Transition Agreement also contains certain releases of claims among the parties and provisions requiring Mr. Siminoff to protect the Issuer's proprietary and confidential information that apply indefinitely. Amended and Restated Common Stock Restriction Agreement Pursuant to an amended and restated common stock restriction agreement, which was entered into between Mr. Siminoff and the Issuer on the Agreement Date (the "Restated Restriction Agreement"), and in accordance with the terms of the Original Restriction Agreement, the Issuer exercised its repurchase option with respect to 15,260,540 shares of Common Stock held by Mr. Siminoff (the "Repurchased Shares") for $0.00005080 per share (the "Repurchase Price"), or a total payment of $775.24. Pursuant to the Restated R

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. (a) – (b) Amount beneficially owned 3,826,635 Percent of Class 2.4% Number of Shares the Reporting Person has o Sole power to vote or direct the vote 3,826,635 o Shared power to vote 0 o Sole power to dispose or direct the disposition of 3,826,635 o Shared power to dispose or direct the disposition of 0 The above percentage is based on 160,939,605 shares of Common Stock outstanding as of the date hereof following the repurchase by the Issuer of the Repurchased Shares, as provided by the Issuer. (c) Except as described in Item 4, during the past 60 days, the Reporting Person has not effected any transactions with respect to the Common Stock. (d) None. (e) This Amendment No. 1 is being filed to report that, as of November 28, 2024, the Reporting Person ceased to be the beneficial owner of more than five percent of the Common Stock.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Item 4 above summarizes certain provisions of the Siminoff Transition Agreement and the Restated Restriction Agreement and is incorporated herein by reference. A copy of each such agreement is attached as an exhibit to this Schedule 13D and is incorporated by reference. Except as set forth herein, the Reporting Person does not have any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to any securities of the Issuer, including but not limited to any contracts, arrangements, understandings or relationships concerning the transfer or voting of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies. CUSIP No. 51818V106 13D

Materials to be Filed as Exhibits

Item 7. Materials to be Filed as Exhibits. Exhibit Number Description 1 Separation and Advisory Agreement and Release, dated as of November 18, 2024, by and between Latch Systems, Inc. and Jamie Siminoff (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed on November 19, 2024). 2 Amended and Restated Common Stock Restriction Agreement, dated as of November 18, 2024, by and between Latch, Inc. and Jamie Siminoff. (incorporated by reference to Exhibit 10.2 to the Issuer's Current Report on Form 8-K filed on November 19, 2024). CUSIP No. 51818V106 13D

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date December 2, 2024 By s James W. Siminoff Name James W. Siminoff

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