UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13D/A
Amendment No. 1
Under the Securities Exchange Act of 1934
Metalico, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
591176102
(CUSIP Number)
_______________________________________________________________________________
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
January 21, 2015
(Date of Event which
Requires Filing of this Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of 240.13d -1(e), 240.13d -1(f) or 240.13d
-1(g), check the following box [ ].
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See 240.13d
-7(b) for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a
reporting persons initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page
shall not be deemed to be filed for the purpose of Section 18 of the
Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities
of that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
SCHEDULE 13D
1 |
NAMES OF REPORTING PERSONS |
|
I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS (ENTITIES ONLY) |
|
|
|
Adam Weitsman |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP* |
|
(a) [ ] |
|
(b) [ ] |
3 |
SEC USE ONLY |
|
|
|
|
4 |
SOURCE OF FUNDS (See Instructions)
|
|
|
|
PF |
5 |
CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) |
|
|
|
[ ] |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
US |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
7 |
SOLE VOTING POWER |
|
|
|
5,803,136 |
8 |
SHARED VOTING POWER |
|
|
|
0 |
9 |
SOLE DISPOSITIVE POWER |
|
|
|
5,803,136 |
10 |
SHARED DISPOSITIVE POWER |
|
|
|
0 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON |
|
|
|
5,803,136 |
|
|
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (See Instructions) |
|
|
|
[ ] |
|
|
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
|
|
|
9.95% |
|
|
14 |
TYPE OF REPORTING PERSON (See Instructions) |
|
|
|
IN |
Page 2
Item 1. Security and Issuer
This Amendment No. 1 to Schedule 13D (this Amendment) amends and
supplements the Schedule 13D filed on January 21, 2015 (the Original
Filing) and relates to the common stock, par value $0.001 per
share (the Shares) of Metalico, Inc., a Delaware corporation (the Issuer). The principal
executive offices of the Issuer are located at 186 North Avenue, East Cranford,
New Jersey 07016.
This Amendment is being filed by Adam Weitsman (the Reporting Person)
to report changes to his beneficial ownership as a result of the purchase of
additional shares.
Unless otherwise stated herein, the Original Filing remains in full force and
effect. All capitalized terms used in this Amendment but not defined herein
shall have the meanings ascribed to them in the original filing.
Item 2. Identity and Background
|
(a) |
This 13D is being filed on behalf of Adam Weitsman (the
Reporting Person). |
|
|
|
|
(b) |
The Reporting Persons business address is: 1 Recycle
Drive, PO Box 420 Owego, NY 13827. |
|
|
|
|
(c) |
The Reporting Persons principal occupation is serving as
the CEO of Upstate Shredding, LLC a scrap metal recycling
company. |
|
|
|
|
(d) |
During the last 5 years the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors). |
|
|
|
|
(e) |
During the last 5 years, the Reporting has not been 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 the United
States. |
Item 3. Source and Amount of Funds or Other
Considerations
The Shares were purchased in open market transactions using personal funds of
the Reporting Person. The aggregate purchase price of the Shares was
$2,717,995.78.
Item 4. Purpose of Transaction
The Reporting Person acquired the Shares for investment purposes, based upon the
Reporting Persons belief that such Shares, when purchased, represented an
attractive investment opportunity. Other than as described herein, the Reporting
Person does not currently have any plans or proposals that relate to, or would
result in, any of the matters listed in Items 4(a)-(j) of Schedule 13D, although
the Reporting Person may, at any time and from time to time, review or
reconsider such position and/or change this purpose and/or formulate plans or
proposals with respect thereto, which plans may include a so-called going
private transaction. Depending on various factors, including, without
limitation, the Issuers financial position and strategy, actions taken by the
Board of Directors and Management of the Issuer, the price levels of the
Issuers securities, conditions in the securities markets and general economic
and industry conditions, and other investment opportunities available to the
Reporting Person, the Reporting Person may, in the future take such actions with
respect to his investment in the Issuer as he deems appropriate including, but
not limited to, engaging in communication with management and the Board of
Directors of the Issuer, as well as other shareholders and other interested
parties, concerning matters that the Reporting Person deems relevant to his
investment in the Issuer, making proposals to the Issuer designed to maximize
shareholder value, purchasing additional securities of the Issuer, or disposing
of securities of the Issuer held by the Reporting Person, in the open market or
otherwise.
Page 3
Item 5. Interest in Securities of the Issuer
|
(a) |
As of the date hereof, the Reporting Person may be deemed
to own 5,803,136 Shares, which represents approximately 9.95% of the
Issuers issued and outstanding stock. The percentage of Shares owned by
the Reporting Person is based upon 58,322,983 Shares outstanding as of
November 7, 2014, which is the total number of Shares outstanding as
reported in the Issuers Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on November 14, 2014. |
|
|
|
|
(b) |
The Reporting Person has the power to vote, or direct the
vote of, and to dispose or direct the disposition of, the Shares
beneficially owned by him. Information regarding the Reporting Person is
set forth in Item 2 of this Schedule 13D and is expressly incorporated by
reference herein. |
|
|
|
|
(c) |
The transactions in Shares by the Reporting Person during
the past sixty days are set forth on Schedule A attached hereto and are
incorporated herein by reference. |
|
|
|
|
(d) |
No person other than the Reporting Person is known to
have the right to receive, or the power to direct the receipt of dividends
from, or proceeds from the sale, of the Shares. |
|
|
|
|
(e) |
Not applicable. |
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
To the knowledge of the Reporting Person, there are no contracts, arrangements,
understandings or relationships (legal or otherwise) including but not limited
to, the transfer of voting rights of any of the securities, finders fees, joint
ventures, loan or option arrangements, puts or calls, guarantees of profits,
divisions of profit or loss, or the giving or withholding of proxies between the
person named in Item 2 and any other person, with respect to any of the Issuers
securities, including but not limited to, any securities, pledges or otherwise
subject to a contingency the occurrence of which would give another person
voting power or investment power over such securities.
Item 7. Material to Be Filed as Exhibits
None
Page 4
Signature
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.
Dated: January 23, 2015
/s/ Adam Weitsman
Adam Weitsman
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative. If the statement
is signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of this filing person), evidence of the
representatives authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001).
Page 5
SCHEDULE A
Reporting Persons Transaction in Shares during the Past
Sixty Days
This Schedule sets forth information with respect to each purchase and sale of
shares of common stock that were effectuated by the Reporting Person during the
previous sixty (60) days. Unless otherwise indicated, all transactions were
effectuated in the open market through a broker and all prices include brokerage
commission.
Nature of Transaction
|
Number of Securities Purchased |
Price per Share ($) |
Date of Purchase
|
Purchase of Common Stock |
240,499 |
0.5070 |
01/21/2015 |
Purchase of Common Stock |
177,220 |
0.5076 |
01/21/2015 |
Purchase of Common Stock |
808,524 |
0.5050 |
01/20/2015 |
Purchase of Common Stock |
1,628,710 |
0.5016 |
01/16/2015 |
Purchase of Common Stock |
1,300,000 |
0.4494 |
01/15/2015 |
Purchase of Common Stock |
917,471 |
0.4190 |
01/14/2015 |
Purchase of Common Stock |
728,783 |
0.3481 |
01/13/2015 |
Purchase of Common Stock |
100 |
0.2600 |
01/12/2015 |
Purchase of Common Stock |
1,000 |
0.2800 |
01/07/2015 |
Purchase of Common Stock |
829 |
0.2900 |
01/06/2015 |