Form SC 13G/A - Statement of Beneficial Ownership by Certain Investors: [Amend]
23 8월 2024 - 10:00PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G/A
(Amendment
No. 14)
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT
TO RULE 13d-2(b)
| THE
GLIMPSE GROUP, INC. |
| (Name
of Issuer) |
| Common
Stock, $.001 par value |
| (Title
of Class of Securities) |
| 37892C
106 |
| (CUSIP
Number) |
| August
8, 2024 |
| (Date
of Event Which Requires Filing of this Statement) |
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
| |
☐ |
Rule
13d-1(b) |
| |
☒ |
Rule
13d-1(c) |
| |
☐ |
Rule
13d-1(d) |
The
remainder of this cover page shall be filled out for a reporting person’s 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).
CUSIP
No. 37892C 106
| 1 |
NAME
OF REPORTING PERSON |
| |
|
| |
Braden
Ferrari |
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
☐ |
| |
|
(b)
☐ |
| |
|
|
| 3 |
SEC
USE ONLY |
| |
|
| |
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
| |
|
| |
United
States |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER |
| |
|
| |
411,498 |
| 6 |
SHARED
VOTING POWER |
| |
|
| |
686,039(1) |
| 7 |
SOLE
DISPOSITIVE POWER |
| |
|
| |
411,498 |
| 8 |
SHARED
DISPOSITIVE POWER |
| |
|
| |
686,039(1) |
| 9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| |
|
| |
1,097,537 |
| 10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
| |
|
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| |
|
| |
6.0%(2) |
| 12 |
TYPE
OF REPORTING PERSON |
| |
|
| |
IN |
| (1) |
These
shares are owned by Gilded Conquest LLC which is an entity managed by Mr. Ferrari. |
| (2) |
This
percentage is calculated based on 18,148,217 shares of the Issuer’s common stock outstanding, as set forth in the Issuer’s
Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on May 15, 2024. |
CUSIP
No. 37892C 106
| 1 |
NAME
OF REPORTING PERSON |
| |
|
| |
Gilded
Conquest LLC |
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
☐ |
| |
|
(b)
☐ |
| |
|
|
| 3 |
SEC
USE ONLY |
| |
|
| |
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
| |
|
| |
New
Hampshire |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER |
| |
|
| |
0 |
| 6 |
SHARED
VOTING POWER |
| |
|
| |
686,039 |
| 7 |
SOLE
DISPOSITIVE POWER |
| |
|
| |
0 |
| 8 |
SHARED
DISPOSITIVE POWER |
| |
|
| |
686,039 |
| 9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| |
|
| |
686,039 |
| 10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
| |
|
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| |
|
| |
3.8%(1) |
| 12 |
TYPE
OF REPORTING PERSON |
| |
|
| |
CO |
| (1) |
This
percentage is calculated based on 18,148,217 shares of the Issuer’s common stock outstanding, as set forth in the Issuer’s
Quarterly Report on Form 10-Q filed with the SEC on May 15, 2024. |
Explanatory
Note
This
Amendment No. 14 amends and restates the statement on Schedule 13G filed with the SEC on July 14, 2021 (the “Original Filing”),
as amended by Amendment No. 1, filed with the SEC on July 21, 2021, Amendment No. 2, filed with the SEC on August 26, 2021, Amendment
No. 3 filed with the SEC on May 20, 2022, Amendment No. 4 filed with the SEC on December 19, 2022, Amendment No. 5 filed with the SEC
on October 2, 2023, Amendment No. 6 filed with the SEC on October 10, 2023, Amendment No. 7 filed with the SEC on October 26, 2023, Amendment
No. 8 filed with the SEC on November 28, 2023, Amendment No. 9 filed with the SEC on December 19, 2023, Amendment No. 10 filed with the
SEC on May 1, 2024, Amendment No. 11 filed with the SEC on May 31, 2024, Amendment No. 12 filed with the SEC on June 27, 2024
and Amendment No. 13 filed with the SEC on August 12, 2024.
This
Amendment No. 14 is being filed to reflect that Braden Ferrari has acquired an aggregate of 82,006 shares of the Issuer’s
common stock.
| Item
1(a). |
Name
of Issuer: |
THE
GLIMPSE GROUP, INC., a Nevada corporation.
| Item
1(b). |
Address
of Issuer’s Principal Executive Offices: |
15
WEST 38TH ST, 12TH FLOOR, NEW YORK, NY, 10018
| Item
2(a). |
Name
of Person Filing
This
Schedule 13G is being jointly filed by Braden Ferrari (“Ferrari”) and Gilded Conquest LLC (“Gilded”) (an
entity managed by Braden Ferrari) each of the foregoing is referred to as a “Reporting Person” and collectively as the
“Reporting Persons.” |
| Item
2(b). |
Address
of Principal Business Office or, if None, Residence
Braden
Ferrari
1441
Kapiolani Blvd Ste 1114
PMB 26997
Honolulu, Hawaii 96814-4406 US |
Braden
Ferrari: United States
Gilded
Conquest LLC: New Hampshire
| Item
2(d). |
Title
of Class of Securities: |
Common
Stock, $.001 par value.
37892C
106
| 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: |
| |
|
☒ |
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 13d-1(b)(1)(ii)(K). |
| |
|
|
|
| |
|
|
If
filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: |
Reporting
Person has effected the following transactions in the Issuer’s common stock over the last 60 days:
| Date |
|
Action |
|
Quantity |
|
Price |
| 8/22/2024 |
|
Buy |
|
25 |
|
$0.90
|
| 8/22/2024 |
|
Buy |
|
1 |
|
$0.93
|
| 8/22/2024 |
|
Buy |
|
1,500 |
|
$0.93
|
| 8/22/2024 |
|
Buy |
|
300 |
|
$0.91
|
| 8/22/2024 |
|
Buy |
|
25 |
|
$0.93
|
| 8/22/2024 |
|
Buy |
|
1 |
|
$0.91
|
| 8/22/2024 |
|
Buy |
|
400 |
|
$0.90
|
| 8/22/2024 |
|
Buy |
|
1,000 |
|
$0.91
|
| 8/22/2024 |
|
Buy |
|
25 |
|
$0.91
|
| 8/22/2024 |
|
Buy |
|
25 |
|
$0.92
|
| 8/22/2024 |
|
Buy |
|
25 |
|
$0.91
|
| 8/22/2024 |
|
Buy |
|
25 |
|
$0.92
|
| 8/22/2024 |
|
Buy |
|
1 |
|
$0.92
|
| 8/22/2024 |
|
Buy |
|
100 |
|
$0.93
|
| 8/22/2024 |
|
Buy |
|
100 |
|
$0.90
|
| 8/22/2024 |
|
Buy |
|
500 |
|
$0.88
|
| 8/22/2024 |
|
Buy |
|
700 |
|
$0.92
|
| 8/22/2024 |
|
Buy |
|
10 |
|
$0.96
|
| 8/22/2024 |
|
Buy |
|
200 |
|
$0.96
|
| 8/22/2024 |
|
Buy |
|
1 |
|
$0.95
|
| 8/22/2024 |
|
Buy |
|
200 |
|
$0.97
|
| 8/22/2024 |
|
Buy |
|
10,000 |
|
$1.01
|
| 8/22/2024 |
|
Buy |
|
5,000 |
|
$0.97
|
| 8/22/2024 |
|
Buy |
|
5,000 |
|
$1.00
|
| 8/20/2024 |
|
Buy |
|
5 |
|
$0.91
|
| 8/20/2024 |
|
Buy |
|
10 |
|
$0.92
|
| 8/20/2024 |
|
Buy |
|
5 |
|
$0.93
|
| 8/20/2024 |
|
Buy |
|
500 |
|
$0.95
|
| 8/20/2024 |
|
Buy |
|
10 |
|
$0.94
|
| 8/20/2024 |
|
Buy |
|
50 |
|
$0.95
|
| 8/20/2024 |
|
Buy |
|
10 |
|
$0.96
|
| 8/20/2024 |
|
Buy |
|
20 |
|
$0.93
|
| 8/20/2024 |
|
Buy |
|
10 |
|
$0.96
|
| 8/20/2024 |
|
Buy |
|
250 |
|
$0.97
|
| 8/19/2024 |
|
Buy |
|
500 |
|
$0.97
|
| 8/19/2024 |
|
Buy |
|
250 |
|
$0.97
|
| 8/19/2024 |
|
Buy |
|
100 |
|
$0.96
|
| 8/19/2024 |
|
Buy |
|
400 |
|
$0.94
|
| 8/19/2024 |
|
Buy |
|
1,750 |
|
$0.94
|
| 8/19/2024 |
|
Buy |
|
500 |
|
$0.98
|
| 8/19/2024 |
|
Buy |
|
300 |
|
$0.92
|
| 8/19/2024 |
|
Buy |
|
2,500 |
|
$0.89
|
| 8/19/2024 |
|
Buy |
|
10 |
|
$0.90
|
| 8/19/2024 |
|
Buy |
|
100 |
|
$0.93
|
| 8/19/2024 |
|
Buy |
|
2,250 |
|
$0.99
|
| 8/19/2024 |
|
Buy |
|
750 |
|
$0.99
|
| 8/19/2024 |
|
Buy |
|
1,500 |
|
$1.00
|
| 8/19/2024 |
|
Buy |
|
2,500 |
|
$0.97
|
| 8/19/2024 |
|
Buy |
|
2,500 |
|
$0.95
|
| 8/19/2024 |
|
Buy |
|
500 |
|
$0.95
|
| 8/16/2024 |
|
Buy |
|
10 |
|
$0.95
|
| 8/16/2024 |
|
Buy |
|
50 |
|
$0.90
|
| 8/16/2024 |
|
Buy |
|
5 |
|
$0.93
|
| 8/16/2024 |
|
Buy |
|
100 |
|
$0.93
|
| 8/16/2024 |
|
Buy |
|
20 |
|
$0.87
|
| 8/16/2024 |
|
Buy |
|
5 |
|
$0.90
|
| 8/16/2024 |
|
Buy |
|
10 |
|
$0.88
|
| 8/16/2024 |
|
Buy |
|
5 |
|
$0.86
|
| 8/16/2024 |
|
Buy |
|
10 |
|
$0.84
|
| 8/16/2024 |
|
Buy |
|
100 |
|
$0.84
|
| 8/16/2024 |
|
Buy |
|
100 |
|
$0.90
|
| 8/16/2024 |
|
Buy |
|
100 |
|
$0.90
|
| 8/16/2024 |
|
Buy |
|
100 |
|
$0.90
|
| 8/16/2024 |
|
Buy |
|
50 |
|
$0.90
|
| 8/15/2024 |
|
Buy |
|
50 |
|
$0.90
|
| 8/15/2024 |
|
Buy |
|
100 |
|
$0.93
|
| 8/15/2024 |
|
Buy |
|
800 |
|
$0.95
|
| 8/15/2024 |
|
Buy |
|
500 |
|
$0.92
|
| 8/15/2024 |
|
Buy |
|
2,500 |
|
$0.96
|
| 8/15/2024 |
|
Buy |
|
2,500 |
|
$0.92
|
| 8/14/2024 |
|
Buy |
|
2,500 |
|
$0.99
|
| 8/14/2024 |
|
Buy |
|
25,000 |
|
$1.07
|
| 8/13/2024 |
|
Buy |
|
2,847 |
|
$0.88
|
| 8/13/2024 |
|
Buy |
|
100 |
|
$0.78
|
| 8/12/2024 |
|
Buy |
|
2,000 |
|
$0.90
|
| 8/8/2024 |
|
Buy |
|
6,782 |
|
$0.74
|
| 8/5/2024 |
|
Buy |
|
627 |
|
$0.81
|
| 8/2/2024 |
|
Buy |
|
1,384 |
|
$0.80
|
| 8/2/2024 |
|
Buy |
|
10,000 |
|
$0.91
|
| 8/2/2024 |
|
Buy |
|
20,000 |
|
$0.92
|
| 8/1/2024 |
|
Buy |
|
1,200 |
|
$0.75
|
| 6/25/2024 |
|
Buy |
|
19,398 |
|
$1.00
|
| 6/24/2024 |
|
Buy |
|
2,434 |
|
$1.00
|
| |
(a) |
Amount
beneficially owned: |
1,097,537.
Except with respect to 1,000,000 shares of the Issuer’s common
stock issued to Gilded as founder shares, of which 395,616 shares were subsequently transferred, all other shares were purchased with
the Reporting Persons’ personal funds or working capital.
Based
upon 18,148,217 shares of the Issuer’s common stock outstanding, as set forth in the Issuer’s Quarterly Report on Form 10-Q
filed with the SEC on May 15, 2024, the shares of the Issuer’s common stock beneficially owned by the Reporting Persons constitutes
approximately 5.4% of the Common Stock of the Issuer as calculated in accordance with Rule 13d-3(d)(1).
| |
(c) |
Number
of shares as to which such person has: |
| |
(i) |
Sole
power to vote or to direct the vote |
411,498
| |
(ii) |
Shared
power to vote or to direct the vote |
686,039
| |
(iii) |
Sole
power to dispose or to direct the disposition of |
411,498
| |
(iv) |
Shared
power to dispose or to direct the disposition of |
686,039
| Item
5. |
Ownership
of Five Percent or Less of a Class. |
Not
Applicable.
| Item
6. |
Ownership
of More than Five Percent on Behalf of Another Person. |
The
shares are beneficially owned by Gilded on behalf of Ferrari.
| 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.
| Item
8. |
Identification
and Classification of Members of the Group. |
Not
Applicable.
| Item
9. |
Notice
of Dissolution of Group. |
Not
Applicable.
By
signing below I certify that, to the best of my 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, other than activities solely
in connection with a nomination under § 240.14a-11.
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:
August 23, 2024
| By:
|
/s/
Braden Ferrari |
|
| |
Braden
Ferrari |
|
| |
|
|
| GILDED
CONQUEST LLC |
|
| |
|
|
| By: |
/s/
Braden Ferrari |
|
| |
Braden
Ferrari |
|
| |
Manager |
|
EXHIBIT
INDEX
Exhibit 99.1 * Joint Filing Agreement
*
Previously filed
Glimpse (NASDAQ:VRAR)
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부터 11월(11) 2024 으로 12월(12) 2024
Glimpse (NASDAQ:VRAR)
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부터 12월(12) 2023 으로 12월(12) 2024
