Amended Statement of Beneficial Ownership (sc 13d/a)
April 02 2019 - 4:38PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
(Rule
13d-101)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE
13d-2(a)
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment
No. 1)
Saratoga
Investment Corp
.
|
(Name
of Issuer)
|
|
Common
Stock, par value $0.001
|
(Title
of Class of Securities)
|
|
80349A
109
|
(CUSIP
Number)
|
|
Elizabeth
Oberbeck
277
Park Avenue
New
York, New York 10172
|
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
|
|
June
25, 2018
|
(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
for other parties to whom copies are to be sent.
(Continued
on following pages)
(Page
1 of 5 Pages )
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
|
|
CUSIP No. 80349A 109
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|
Page2 of 5 Pages
|
1
|
NAME
OF REPORTING PERSON
|
|
|
ELIZABETH
OBERBECK
|
|
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
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☐
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(b)
|
☐
|
|
|
3
|
SEC
USE ONLY
|
|
|
|
|
|
|
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4
|
SOURCE
OF FUNDS
|
|
|
OO
|
|
|
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5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
|
☐
|
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|
|
|
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6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
United
States of America
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
|
0
|
|
|
|
|
8
|
SHARED
VOTING POWER
|
|
|
628,683
|
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
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0
|
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
|
628,683
|
|
|
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
628,683
(See Item 5 below)
|
|
|
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
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☐
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
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8.1%
(See Item 5 below)
|
|
|
|
|
14
|
TYPE
OF REPORTING PERSON
|
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|
IN
|
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SCHEDULE
13D
|
|
CUSIP No. 80349A 109
|
|
Page
3 of 5 Pages
|
This
Amendment No. 1 to Schedule 13D (this "
Schedule 13D/A
") amends and supplements the statement on Schedule 13D
originally filed with the Securities and Exchange Commission on October 27, 2014 (the "
Schedule 13D
") with respect
to shares of the common stock, par value $0.001 per share ("
Common Stock
"), of Saratoga Investment Corp., a Maryland
corporation (the "
Issuer
"). The principal executive office of the Issuer is located at 535 Madison Avenue, New
York, NY 10022. Unless otherwise indicated, each capitalized term used but not otherwise defined herein shall have the meaning
assigned to such term in the Schedule 13D. From and after the date hereof, all references in the Schedule 13D to the Schedule
13D or terms of similar import shall be deemed to refer to the Schedule 13D as amended and supplemented by this Schedule 13D/A.
This
Schedule 13D/A is being filed by the Reporting Person to reflect a decrease in her beneficial ownership percentage as a result
of the issuance by the Issuer of additional shares of Common Stock and as a result of a decrease in the number of shares of Common
Stock beneficially owned by the Reporting Person.
Item
5.
Interest in Securities of the Issuer
Items 5(a)
through 5(c) of the Schedule 13D are hereby amended and restated to read as follows:
(a)
|
As of the date of
this filing on Schedule 13D/A, there are 7,733,578 shares of Common Stock outstanding, of which Elizabeth Oberbeck owns 628,683
shares representing 8.1% of the outstanding shares of Common Stock.
|
|
|
(b)
|
Elizabeth Oberbeck
shares voting and dispositive power with respect to 628,683 shares of Common Stock with Christian L. Oberbeck.
|
|
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(c)
|
Schedule A sets
forth all transactions by the Reporting Person with respect to shares of Common Stock since the initial filing of the Reporting
Person’s Schedule 13D.
|
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SCHEDULE
13D
|
|
CUSIP No. 80349A 109
|
|
Page
4 of 5 Pages
|
Schedule
A
All
transactions were sales of Shares effected in the open market.
Name
|
|
Date of Transaction
|
|
|
Amount of Securities
|
|
|
Price per Share
|
|
Elizabeth Oberbeck
|
|
|
June
25, 2018
|
|
|
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60,000
|
|
|
$
|
25.53
|
(1)
|
|
|
|
|
|
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|
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Elizabeth Oberbeck
|
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March
19, 2019
|
|
|
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3,119
|
|
|
$
|
22.77
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(2)
|
|
|
|
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|
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|
|
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Elizabeth Oberbeck
|
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March
20, 2019
|
|
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5,698
|
|
|
$
|
22.60
|
(3)
|
|
|
|
|
|
|
|
|
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Elizabeth Oberbeck
|
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March
21, 2019
|
|
|
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10,724
|
|
|
$
|
22.60
|
(4)
|
|
|
|
|
|
|
|
|
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Elizabeth Oberbeck
|
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March
22, 2019
|
|
|
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5,305
|
|
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$
|
22.43
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(5)
|
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|
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Elizabeth Oberbeck
|
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March
25, 2019
|
|
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4,200
|
|
|
$
|
22.25
|
(6)
|
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Elizabeth Oberbeck
|
|
|
March
26, 2019
|
|
|
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9,146
|
|
|
$
|
22.33
|
(7)
|
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Elizabeth Oberbeck
|
|
|
March
27, 2019
|
|
|
|
5,478
|
|
|
$
|
22.25
|
(8)
|
|
|
|
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|
|
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|
|
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Elizabeth Oberbeck
|
|
|
March
28, 2019
|
|
|
|
3,625
|
|
|
$
|
22.23
|
(9)
|
|
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|
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|
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Elizabeth Oberbeck
|
|
|
March
29, 2019
|
|
|
|
8,205
|
|
|
$
|
22.30
|
(10)
|
|
(1)
|
The
sales were executed in multiple transactions ranging from $25.01 to $26.22. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(2)
|
The
sales were executed in multiple transactions ranging from $22.64 to $22.83. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(3)
|
The
sales were executed in multiple transactions ranging from $22.53 to $22.74. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(4)
|
The
sales were executed in multiple transactions ranging from $22.52 to $22.64. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(5)
|
The
sales were executed in multiple transactions ranging from $22.23 to $22.60. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(6)
|
The
sales were executed in multiple transactions ranging from $22.10 to $22.36. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(7)
|
The
sales were executed in multiple transactions ranging from $22.16 to $22.43. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(8)
|
The
sales were executed in multiple transactions ranging from $22.12 to $22.33. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(9)
|
The
sales were executed in multiple transactions ranging from $22.07 to $22.30. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
(10)
|
The
sales were executed in multiple transactions ranging from $22.20 to $22.51. The price
above reflects the weighted average price per share, rounded to the nearest hundredth.
The Reporting Person undertakes to provide full information regarding the number of shares
sold at each separate price upon request by the staff of the Securities and Exchange
Commission.
|
|
SCHEDULE
13D
|
|
CUSIP No. 80349A 109
|
|
Page
5 of 5 Pages
|
SIGNATURE
After
reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this
Amendment No. 1 to Schedule 13D is true, complete and correct.
Dated
as of April 1, 2019
|
ELIZABETH OBERBECK
|
|
|
|
By:
|
/s/ Elizabeth Oberbeck
|
|
|
Name: Elizabeth Oberbeck
|
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