![](/cdn/assets/images/search/clock.png)
We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
one | NYSE:AONE | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 8.56 | 0 | 01:00:00 |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
MARKFORGED HOLDING CORPORATION
(Name of Issuer)
Common stock, $0.0001 par value per share
(Title of Class of Securities)
57064N102
(CUSIP Number)
Gregory Mark
c/o Markforged Holding Corporation
480 Pleasant Street
Watertown, MA 02472
(866) 496-1805
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
May 5, 2022
(Date of Event Which Requires Filing of Statement on Schedule 13D)
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), checking 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.
* | 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).
Name of Reporting Person: Gregory Mark Check the Appropriate Box
if a Member of a Group (See Instructions): (a) ☐ (b) ☐ SEC Use Only: Source of Funds (See
Instructions): PF, OO Check Box if Disclosure of
Legal Proceedings is Required Pursuant to Items 2(d) or 2(e): ☐ Citizenship or Place of
Organization: United
States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: Sole Voting Power 6,660,428 Shared Voting Power Sole Dispositive Power 6,660,428 Shared Dispositive Power Aggregate Amount Beneficially Owned by Each Reporting Person: 6,660,428 Check Box if the Aggregate
Amount in Row (11) Excludes Certain Shares (See Instructions): ☐ Percent of Class
Represented by Amount in Row (11): 3.5% (1) Type of Reporting Person
(See Instructions): IN Pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as
amended (the Exchange Act), the percent of class was calculated based on 187,917,406 shares of Common Stock outstanding as of April 22, 2022, as reported by the Issuer in its Definitive Proxy Statement on Schedule 14A filed
with the Securities and Exchange Commission on April 29, 2022.
Except as set forth in this Amendment No.2 (this Amendment), the initial Schedule 13D that was
filed on January 28, 2022, as amended by Amendment No. 1 thereto filed on April 13, 2022 (collectively, the Initial Filing), remains in effect, and capitalized terms used herein but not defined herein have such respective
meanings, as defined in such Initial Filing. The information set forth in response to each separate Item below shall be deemed to be a response to all Items where such information is relevant. The information set forth in the Exhibits to the Initial
Filing is expressly incorporated herein by reference and the response to each Item of this Amendment is qualified in its entirety by the provisions of such Exhibits. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Item 3 is hereby amended to add the text set forth below after the last paragraph thereof: Between April 13, 2022 and May 5, 2022, the Reporting Person sold an aggregate 1,627,620 shares of Common Stock as described in Item 5(c) below. In
addition, on May 5, 2022, the Reporting Person transferred an aggregate of 6,000,000 shares of Common stock to The Gregory Mark 2022 Grantor Retained Annuity Trust #2, over which the Reporting Person does not, directly or indirectly, through
any contract, arrangement, understanding, relationship, or otherwise, exercise any voting or investment power. As of May 5, 2022, the Reporting
Person may be deemed to beneficially own 6,660,428 shares of Common Stock of the Issuer as reflected in this Amendment. PURPOSE OF TRANSACTION Item 3 is hereby amended to replace the second sentence of the last paragraph thereof with the text set forth below: As reported in this Amendment, as of May 5, 2022 the Reporting Person may be deemed to beneficially own 6,660,428 shares of Common Stock.
INTEREST IN SECURITIES OF THE ISSUER Paragraphs (a) and (b) of Item 5 are hereby amended and restated in their entirety as follows: (a) and (b) Amount beneficially owned: 6,660,428 Percent of Class: 3.5% Number of shares the Reporting Person has: Sole power to vote or direct the vote: 6,660,428 Shared power to vote: 0 Sole power to dispose or direct the disposition of: 6,660,428 Shared power to dispose or direct the disposition of: 0 The share amount reported herein consists of 6,543,228 shares of Common Stock held by the Reporting Person and an option to purchase 117,200 shares of Common
Stock held by the Reporting Person. The above percentage is based on 187,917,406 shares of Common Stock outstanding as of April 22, 2022, as
reported by the Issuer in its Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2022. Paragraph (c) of Item 5 is hereby amended to add the following paragraph at the end thereof: Except as described in Item 3 above and in this Item 5(c), the Reporting Person has not effected any transactions in the Common Stock during the 60-day period ended May 5, 2022. Annex A-1 attached hereto sets forth the transactions in the Common Stock (other than the transfer to The Gregory Mark 2022
Grantor Retained Annuity Trust #2 described in Item 3 above) that were effected during the 60-day period ended May 5, 2022 and that were not previously reported in the Initial Filing. The transactions in
the Common Stock described on Annex A-1 were effected on securities exchanges unless otherwise indicated therein. Item 5 is hereby amended to add the following paragraph as paragraph (e) thereof: (e) On May 5, 2022 the Reporting Person ceased to be the beneficial owner of more than 5% of the Common Stock.
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: May 6, 2022 /s/ Gregory
Mark
Gregory Mark
Annex A-1 Transactions in Common Stock (Period From April 13, 2022 to May 5, 2022) Reporting Person Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark Gregory Mark The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.83 to $4.00. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.75 to $3.92. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.57 to $3.77. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.51 to $3.67. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.42 to $3.59. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.43 to $3.59. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.41 to $3.55. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.32 to $3.70. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.36 to $3.46. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.25 to $3.51. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.39 to $3.64. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.36 to $3.54. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.325 to $3.57. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.19 to $3.42. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices
ranging from $3.20 to $3.42. The Reporting Person undertakes to provide the staff at the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
CUSIP No. 57064N102
SCHEDULE 13D
Page
2
of 5
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
(12)
(13)
(14)
(1)
CUSIP No. 57064N102
SCHEDULE 13D
Page
3
of 5
ITEM 3.
ITEM 4.
CUSIP No. 57064N102
SCHEDULE 13D
Page
4
of 5
ITEM 5.
CUSIP No. 57064N102
SCHEDULE 13D
Page
5
of 5
Trade Date
Amount
Trade Price
Buy/Sell
Execution Type
April 13, 2022
58,640
$
3.9297
(1)
Sell
NYSE
April 14, 2022
47,290
$
3.7886
(2)
Sell
NYSE
April 18, 2022
107,179
$
3.6422
(3)
Sell
NYSE
April 19, 2022
75,882
$
3.5765
(4)
Sell
NYSE
April 20, 2022
77,370
$
3.5010
(5)
Sell
NYSE
April 21, 2022
94,817
$
3.4908
(6)
Sell
NYSE
April 22, 2022
71,940
$
3.4859
(7)
Sell
NYSE
April 26, 2022
100,300
$
3.4061
(8)
Sell
NYSE
April 27, 2022
132,175
$
3.4109
(9)
Sell
NYSE
April 28, 2022
139,081
$
3.3833
(10)
Sell
NYSE
April 29, 2022
128,914
$
3.4670
(11)
Sell
NYSE
May 2, 2022
149,415
$
3.4527
(12)
Sell
NYSE
May 3, 2022
162,156
$
3.4159
(13)
Sell
NYSE
May 4, 2022
186,546
$
3.3201
(14)
Sell
NYSE
May 5, 2022
95,915
$
3.2667
(15)
Sell
NYSE
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
(12)
(13)
(14)
(15)
1 Year one Chart |
1 Month one Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions