SC 13G: TANTECH HOLDINGS LTD

AI Summary

SC 13G filing by TANTECH HOLDINGS LTD.

Risk Assessment

Risk Level: low

FAQ

Filing Documents

• sc13g10022tan_05032024.htm (SC 13G) — 108KB
• ex991to13g10022tan_050324.htm (EX-99.1) — 6KB
• 0000921895-24-001019.txt ( ) — 116KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Tantech Holdings Ltd, a British Virgin Islands company.

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: c/o Tantech Holdings (Lishui) Co., Ltd. No. 10 Cen Shan Road, Shuige Industrial Zone Lishui City, Zhejiang Province 323000

(a). Name of Person Filing

Item 2(a). Name of Person Filing

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence

(c). Citizenship

Item 2(c). Citizenship Bigger Capital Fund, LP (“Bigger Capital”) 2250 Red Springs Drive Las Vegas, NV 89135 Citizenship: Delaware Bigger Capital Fund GP, LLC (“Bigger GP”) 2250 Red Springs Drive Las Vegas, NV 89135 Citizenship: Delaware Michael Bigger 2250 Red Springs Drive Las Vegas, NV 89135 Citizenship: USA Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Common Shares, $.24 par value. (the “Common Stock”)

(e). CUSIP Number

Item 2(e). CUSIP Number: G8675X149 5 CUSIP No. G8675X149

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: /x/ Not applicable. (a) / / Broker or dealer registered under Section 15 of the Exchange Act. (b) / / Bank as defined in Section 3(a)(6) of the Exchange Act. (c) / / Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) / / Investment company registered under Section 8 of the Investment Company Act. (e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) / / A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) / / A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J). (k) / / Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____

Ownership

Item 4. Ownership (a) Amount beneficially owned: As of May 2, 2024, Bigger Capital beneficially owned 500,000 shares of Common Stock, and an aggregate of 1,500,000 shares of Common Stock issuable upon the exercise of Warrants (collectively the “Warrants”). As described below, the Warrants contains a 4.99% beneficial ownership limitation. Bigger GP, as the general partner of Bigger Capital, may be deemed to beneficially own the 500,000 shares of Common Stock and 1,500,000 shares of Common Stock issuable upon exercise of Warrants beneficially owned by Bigger Capital. Mr. Bigger, as the managing member of Bigger GP may be deemed to beneficially own the (i) 500,000 shares of Common Stock beneficially owned by Bigger Capital and (ii) 1,500,000 shares of Common Stock issuable upon exercise of Warrants beneficially owned by Bigger Capital. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Each of Bigger GP and Mr. Bigger disclaims beneficial ownership of the shares of Common Stock beneficially owned by Bigger Capital. The filing of this statement shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities. 6 CUSIP No. G8675X149 (b) Percent of class: The following percentages are based on 8,294,589 shares of Common Stock outstanding as of May 2, 2024, which is derived from the 4,094,589 shares of Common Stock that the Issuer represented as outstanding in the April 22, 2024 Securities Purchase Agreement between the Issuer and the Reporting Persons, plus an additional up to 4,200,000 shares of Common Stock the Issuer sold in its recently announced private placement. As of the close of business on May 4, 2024, each of Bigger Capital, Bigger GP, and Mr. Bigger may be deemed to beneficially own approximately 6.0% of the outstanding shares of Common Stock. Pursua

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. Not Applicable.

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person. Bigger GP and Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by Bigger Capital.

Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the

Item 7. Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not Applicable. 7 CUSIP No. G8675X149

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. See Exhibit 99.1.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not Applicable.

Certifications

Item 10. Certifications. By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 8 CUSIP No. G8675X149 SIGNATURE After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: May 3, 2024 Bigger Capital Fund, LP Bigger Capital Fund GP, LLC By: Bigger Capital Fund GP, LLC, its general partner By: /s/ Michael Bigger Michael Bigger By: /s/ Michael Bigger Managing Member Michael Bigger Managing Member /s/ Michael Bigger MICHAEL BIGGER 9

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