Masters Capital Management Amends Venus Concept Filing

Ticker: VERO · Form: SC 13D/A · Filed: Jun 11, 2024 · CIK: 1409269

Venus Concept Inc. SC 13D/A Filing Summary
FieldDetail
CompanyVenus Concept Inc. (VERO)
Form TypeSC 13D/A
Filed DateJun 11, 2024
Risk Levelmedium
Pages9
Reading Time11 min
Key Dollar Amounts$0.0001, $1.1958, $1.2034, $1.2228
Sentimentneutral

Sentiment: neutral

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

Related Tickers: VTC

TL;DR

Masters Capital Management updated their Venus Concept filing. Keep an eye on VTC.

AI Summary

Masters Capital Management, LLC has amended its Schedule 13D filing for Venus Concept Inc. on June 11, 2024. The filing indicates a change in beneficial ownership, though specific new holdings or percentage changes are not detailed in this excerpt. Venus Concept Inc. is a company in the surgical and medical instruments sector.

Why It Matters

This amendment signals a potential shift in significant ownership stakes, which could influence the stock's trading activity and future corporate actions.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often precede significant market movements or strategic changes by large shareholders.

Key Players & Entities

  • Masters Capital Management, LLC (company) — Filing entity
  • Venus Concept Inc. (company) — Subject company
  • 20240611 (date) — Filing date

FAQ

What is the primary purpose of this Schedule 13D/A filing?

This filing is an amendment to a previous Schedule 13D, indicating a change in beneficial ownership of Venus Concept Inc. by Masters Capital Management, LLC.

Who is the subject company and who is the filing entity?

The subject company is Venus Concept Inc., and the filing entity is Masters Capital Management, LLC.

When was this amendment filed with the SEC?

This amendment was filed on June 11, 2024.

What is the business address of Venus Concept Inc.?

The business address of Venus Concept Inc. is 235 Yorkland Blvd., Suite 900, Toronto, A6, M2J 4Y8.

What is the SIC code for Venus Concept Inc.?

The Standard Industrial Classification (SIC) code for Venus Concept Inc. is 3841, which corresponds to Surgical & Medical Instruments & Apparatus.

Filing Stats: 2,812 words · 11 min read · ~9 pages · Grade level 8 · Accepted 2024-06-11 21:47:56

Key Financial Figures

  • $0.0001 — Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class o
  • $1.1958 — Stock on the open market at a price of $1.1958 per share, excluding commissions. On J
  • $1.2034 — Stock on the open market at a price of $1.2034 per share, and 53,895 shares of Common
  • $1.2228 — Stock on the open market at a price of $1.2228 per share, excluding commissions. Exce

Filing Documents

is hereby amended and supplemented as follows

Item 2 is hereby amended and supplemented as follows: (a)-(c), (f) This Schedule 13D is being filed jointly by (i) Masters Special Situations, LLC, a Georgia limited liability company (“MSS”), (ii) Masters Capital Management, LLC, a Georgia limited liability company (“MCM”), (iii) Michael Masters, a United States citizen, (iv) Marlin Fund, Limited Partnership, a Georgia limited partnership (“MFLP”), (iv) Marlin Fund II, Limited Partnership, a Georgia limited partnership (“MFIILP”), and (v) MSS VC SPV LP, a Delaware limited partnership (“MSSVC”) (collectively, the “Reporting Persons”). The principal business address of the Reporting Persons is 3060 Peachtree Road, NW, Suite 1425, Atlanta, Georgia 30305. Michael Masters is the controlling founder of each of MSS and MCM, each an investment management firm that serves as the investment manager to certain private funds, including MFLP, MFIILP, Marlin Fund III Limited Partnership (“MFIIILP”), Marlin Master Fund Offshore II, LP (“MMFO”) and MSSVC. (d) None of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) None of the Reporting Persons has, during the last five years, been 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. Item 3. Source and Amount of Funds or Other Consideration. The funds for the purchase of the Common Stock beneficially owned by the Reporting Persons came from the working capital of the private funds managed by each of MSS and MCM (including MFLP, MFIILP and MSSVC). No borrowed funds were used

is hereby supplemented by adding thereto the

Item 4 is hereby supplemented by adding thereto the following: On June 11, 2024, the Reporting Persons sold 102,717 shares of Common Stock on the open market at a price of $1.1958 per share, excluding commissions. On June 10, 2024, the Reporting Persons converted 1,350,000 shares of Voting Convertible Preferred Stock into 900,047 shares of Common Stock. On June 7, 2024, the Reporting Persons sold 333,336 shares of Common Stock on the open market at a price of $1.2034 per share, and 53,895 shares of Common Stock on the open market at a price of $1.2228 per share, excluding commissions. Except as otherwise set forth herein, the Reporting Persons do not have any present plans or proposals which would relate to, or result in, the matters set forth in subparagraphs (a) – (j) of Item 4 of Schedule 13D. The Reporting Persons reserve the right, at a later date, to effect one or more of such changes or transactions in the number of Shares they may be deemed to beneficially own. Item 5. Interest in Securities of the Issuer. (a)-(c) As of the date of this Amendment No. 3 to Schedule 13D, (i) Michael Masters may be deemed to be the beneficial owner of 1,050,047 shares of Common Stock or 14.5% of the shares of Common Stock of the Issuer, (ii) MSS may be deemed to be the beneficial owner of 383,345 shares of Common Stock or 5.3% of the shares of Common Stock of the Issuer, (iii) MCM may be deemed to be the beneficial owner of 666,702 shares of Common Stock or 9.2% of the shares of Common Stock of the Issuer, (iv) MFLP may be deemed to be the beneficial owner of 330,684 shares of Common Stock or 4.6% of the shares of Common Stock of the Issuer, (v) MFIILP may be deemed to be the beneficial owner of 262,680 shares of Common Stock or 3.6% of the shares of Common Stock of the Issuer, and (vi) MSSVC may be deemed to be the beneficial owner of 383,345 shares of Common Stock or 5.3% of the shares of Common Stock of the Issuer, in each case based upon the 7,255,277 share

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