Ryan Milnes Amends Rumble Inc. 13D Filing
Ticker: RUMBW · Form: SC 13D/A · Filed: Nov 22, 2024 · CIK: 1830081
| Field | Detail |
|---|---|
| Company | Rumble Inc. (RUMBW) |
| Form Type | SC 13D/A |
| Filed Date | Nov 22, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | neutral |
Sentiment: neutral
Topics: sec-filing, 13d-amendment, shareholder-activity
Related Tickers: RUM
TL;DR
Milnes updated his Rumble stake filing, check for new ownership details.
AI Summary
Ryan Milnes, through an amendment filed on November 22, 2024, has updated his Schedule 13D filing regarding Rumble Inc. This amendment, designated as Amendment No. 1, signifies a change in his beneficial ownership or reporting status for the Class A Common Stock of Rumble Inc. The filing does not specify the exact nature of the change in ownership or the new percentage held, but it requires disclosure under the Securities Exchange Act of 1934.
Why It Matters
This filing indicates a potential shift in significant shareholder activity for Rumble Inc., which could influence stock price and corporate strategy.
Risk Assessment
Risk Level: medium — Amendments to 13D filings often signal changes in significant shareholder positions, which can lead to increased volatility or strategic shifts.
Key Numbers
- 1 — Amendment Number (Indicates this is the first amendment to the original filing.)
- 20241122 — Filing Date (The date the amended filing was submitted to the SEC.)
Key Players & Entities
- Ryan Milnes (person) — Filing person updating beneficial ownership
- Rumble Inc. (company) — Subject company of the filing
- Class A Common Stock (security) — Securities subject to the filing
- 2286404 Ontario Inc. (company) — Associated entity for Ryan Milnes
- Willkie Farr & Gallagher LLP (company) — Legal counsel for the filing
FAQ
What specific changes in beneficial ownership are detailed in Amendment No. 1?
The provided text is an excerpt and does not detail the specific changes in beneficial ownership. It only states that Amendment No. 1 has been filed.
What is the CUSIP number for Rumble Inc.'s Class A Common Stock?
The CUSIP number for Rumble Inc.'s Class A Common Stock is 78137L105.
Who is the person authorized to receive notices and communications for this filing?
Ryan Milnes is the person authorized to receive notices and communications, with his address listed as c/o 2286404 Ontario Inc., PO Box 20112 Bayfield North, Barrie, Ontario, L4M6E9 Canada.
What was the former company name associated with Rumble Inc.?
The former company name associated with Rumble Inc. was CF Acquisition Corp. VI, with a date of name change as October 27, 2020.
What is the business address and phone number for Rumble Inc.?
The business address for Rumble Inc. is 110 East 59th Street, New York, NY 10022, and the business phone number is 212-938-5000.
Filing Stats: 1,341 words · 5 min read · ~4 pages · Grade level 10 · Accepted 2024-11-22 19:02:07
Key Financial Figures
- $0.0001 — ssuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securiti
Filing Documents
- ea0222379-13da1milnes_rumble.htm (SC 13D/A) — 33KB
- 0001213900-24-101726.txt ( ) — 35KB
Security and Issuer
Item 1. Security and Issuer This Amendment No. 1 to Schedule 13D (this “Amendment No. 1”) is filed in relation to the shares of the Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), of Rumble Inc., a Delaware corporation (the “Issuer”), and amends the Schedule 13D filed by the Reporting Person on September 26, 2022 (the “Original 13D” and, together with this Amendment No. 1, the “Schedule 13D”). The principal executive offices of the Issuer are located at 444 Gulf of Mexico Drive, Longboat Key, Florida 34228. Capitalized terms used and not defined in this Amendment No. 1 have the meanings set forth in the Original 13D. .
Identity and Background
Item 2. Identity and Background (a) This Schedule 13D is being filed by Ryan Milnes (the “Reporting Person”). (b) The principal business address of the Reporting Person is c/o 2286404 Ontario Inc., PO Box 20112 Bayfield North, Barrie, Ontario, L4M6E9, Canada. (c) The Reporting Person’s principal occupation or employment is entrepreneur and investor. (d) During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of Canada.
Purpose of the Transaction
Item 4. Purpose of the Transaction
of the Original Schedule 13D is hereby
Item 4 of the Original Schedule 13D is hereby amended and supplemented to include the following: On November 19, 2024, the Reporting Person entered into a 10b5-1 trading plan (the “Plan”) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended. The Plan provides for the sale of up to an aggregate of 1,200,000 shares of the Company’s Class A Common Stock commencing on the First Eligible Sale Date on or after March 15, 2025. “First Eligible Sale Date” means the later of (1) the date that is ninety (90) calendar days after November 19, 2024; and (2) two business days following the disclosure of the Issuer’s financial results in a Form 10–K for the fiscal year ended December 31, 2024; provided that, the First Eligible Sale Date shall in no event be later than one hundred twenty (120) calendar days following November 19, 2024. The Plan terminates on the earlier of 5:00 p.m. (New York time) on September 1, 2025, or the date on which all shares under the Plan have been sold.
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer (a) The Reporting Person beneficially owns 48,105,680 shares of Class A Common Stock (as determined and described in note 1 above), which represent 17.0% of the outstanding shares of Class A Common Stock of the Issuer (as determined and described in note 2 above). (b) The Reporting Person has sole power to vote and sole power to dispose of 48,105,680 shares of Class A Common Stock. (c) No transactions in the Issuer’s capital stock were effected during the past 60 days by the Reporting Person except as set forth in Item 3 above and Item 6 below. (d) Not applicable. (e) Not applicable. -3- Signature After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: November 22, 2024 /s/ Michael Ellis, as attorney-in-fact Ryan Milnes -4-