Form SC 13D/A - General Statement of Acquisition of Beneficial Ownership: [Amend]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. 4)¹

Dole plc

(Name of Issuer)

Ordinary Shares, $0.01 par value per share

(Title of Class of Securities)

G27907107

(CUSIP Number)

JAN BARTA

PALE FIRE CAPITAL SE

Zatecka 55/14

Josefov, 110 00 Prague 1

Czech Republic

[phone]

 

RYAN NEBEL

OLSHAN FROME WOLOSKY LLP

1325 Avenue of the Americas

New York, New York 10019

[phone]

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

November 6, 2024

(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.

 

 

 

1              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. G27907107

	1		NAME OF REPORTING PERSON
				PALE FIRE CAPITAL SICAV a.s.
	2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP															(a) ☐
																		(b) ☐
	3		SEC USE ONLY
	4		SOURCE OF FUNDS
				WC
	5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)															☐
	6		CITIZENSHIP OR PLACE OF ORGANIZATION
				CZECH REPUBLIC
NUMBER OF				7		SOLE VOTING POWER
SHARES
BENEFICIALLY							- 0 -
OWNED BY				8		SHARED VOTING POWER
EACH
REPORTING							6,212,527
PERSON WITH				9		SOLE DISPOSITIVE POWER
							- 0 -
				10		SHARED DISPOSITIVE POWER
							6,212,527
	11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
				6,212,527
	12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES															☐
	13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
				6.5%
	14		TYPE OF REPORTING PERSON
				CO

  

2

CUSIP No. G27907107

	1		NAME OF REPORTING PERSON
				PALE FIRE CAPITAL SE
	2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP															(a) ☐
																		(b) ☐
	3		SEC USE ONLY
	4		SOURCE OF FUNDS
				AF
	5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)															☐
	6		CITIZENSHIP OR PLACE OF ORGANIZATION
				CZECH REPUBLIC
NUMBER OF				7		SOLE VOTING POWER
SHARES
BENEFICIALLY							- 0 -
OWNED BY				8		SHARED VOTING POWER
EACH
REPORTING							6,212,527
PERSON WITH				9		SOLE DISPOSITIVE POWER
							- 0 -
				10		SHARED DISPOSITIVE POWER
							6,212,527
	11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
				6,212,527
	12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES															☐
	13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
				6.5%
	14		TYPE OF REPORTING PERSON
				OO, HC

  

3

CUSIP No. G27907107

 

	1		NAME OF REPORTING PERSON
				JAN BARTA
	2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP															(a) ☐
																		(b) ☐
	3		SEC USE ONLY
	4		SOURCE OF FUNDS
				AF
	5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)															☐
	6		CITIZENSHIP OR PLACE OF ORGANIZATION
				CZECH REPUBLIC
NUMBER OF				7		SOLE VOTING POWER
SHARES
BENEFICIALLY							- 0 -
OWNED BY				8		SHARED VOTING POWER
EACH
REPORTING							6,212,527
PERSON WITH				9		SOLE DISPOSITIVE POWER
							- 0 -
				10		SHARED DISPOSITIVE POWER
							6,212,527
	11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
				6,212,527
	12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES															☐
	13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
				6.5%
	14		TYPE OF REPORTING PERSON
				IN, HC

  

4

CUSIP No. G27907107

 

	1		NAME OF REPORTING PERSON
				DUSAN SENKYPL
	2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP															(a) ☐
																		(b) ☐
	3		SEC USE ONLY
	4		SOURCE OF FUNDS
				AF
	5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)															☐
	6		CITIZENSHIP OR PLACE OF ORGANIZATION
				CZECH REPUBLIC
NUMBER OF				7		SOLE VOTING POWER
SHARES
BENEFICIALLY							- 0 -
OWNED BY				8		SHARED VOTING POWER
EACH
REPORTING							6,212,527
PERSON WITH				9		SOLE DISPOSITIVE POWER
							- 0 -
				10		SHARED DISPOSITIVE POWER
							6,212,527
	11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
				6,212,527
	12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES															☐
	13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
				6.5%
	14		TYPE OF REPORTING PERSON
				IN, HC

  

5

CUSIP No. G27907107

The following constitutes Amendment No. 4 to the Schedule 13D filed by the undersigned (“Amendment No. 4”). This Amendment No. 4 amends the Schedule 13D as specifically set forth herein.

Item 2.

Identity and Background.

Item 2(c) is hereby amended and restated to read as follows:

(c)       The principal business of each of PFC SICAV and Pale Fire Capital is investing in securities. Pale Fire Capital is the controlling person and sole shareholder of PFC SICAV. Messrs. Senkypl and Barta are the two control persons of Pale Fire Capital, with Mr. Senkypl serving as Chairman of its board and Mr. Barta serving as Chairman of its supervisory board. Mr. Senkypl also serves as the Chief Executive Officer of Groupon, Inc., a global scaled two-sided marketplace that connects consumers to merchants, which has a principal business address of 35 West Wacker Drive, 25^th Floor, Chicago, Illinois 60601.

Item 3.

Source and Amount of Funds or Other Consideration.

Item 3 is hereby amended and restated to read as follows:

The Shares purchased by PFC SICAV were purchased with working capital. The aggregate purchase price of the 6,212,527 Shares beneficially owned by PFC SICAV is approximately $65,843,120.

Item 5.

Interest in Securities of the Issuer.

Items 5(a) and (c) are hereby amended and restated to read as follows:

(a)       The aggregate percentage of Shares reported owned by each person named herein is based upon 94,952,000 Shares outstanding as of June 30, 2024, which is the total number of Shares outstanding as reported in Exhibit 99.1 to the Issuer’s Form 6-K filed with the Securities and Exchange Commission on August 14, 2024.

As of the date hereof, PFC SICAV directly beneficially owned 6,212,527 Shares, constituting approximately 6.5% of the Shares outstanding. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the 6,212,527 Shares beneficially owned directly by PFC SICAV, constituting approximately 6.5% of the Shares outstanding. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the 6,212,527 Shares beneficially owned directly by PFC SICAV, constituting approximately 6.5% of the Shares outstanding. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the 6,212,527 Shares beneficially owned directly by PFC SICAV, constituting approximately 6.5% of the Shares outstanding.

The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.

(c)       Schedule B annexed hereto lists all transactions in securities of the Issuer by the Reporting Persons during the past 60 days. All of such transactions were effected in the open market unless otherwise noted therein.

6

CUSIP No. G27907107

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: November 8, 2024

	Pale Fire Capital SICAV a.s.
	By:	/s/ Martin Trpak
		Name:	Martin Trpak
		Title:	Authorized Representative

 

 

	Pale Fire Capital SE
	By:	/s/ Dusan Senkypl
		Name:	Dusan Senkypl
		Title:	Chairman of the Board

 

 

	/s/ Dusan Senkypl
	Dusan Senkypl

 

 

	/s/ Jan Barta
	Jan Barta

 

 

 

7

CUSIP No. G27907107

SCHEDULE B

Transactions in Securities of the Issuer During the Past 60 Days

 

Nature of the Transaction

Securities Purchased/(Sold)

Price Per Security($)

Date of Purchase/Sale

 

PALE FIRE CAPITAL SICAV a.s.

Sale of Ordinary Shares	(17,928)	16.1178	09/13/2024
Sale of Ordinary Shares	(10,602)	16.1588	09/13/2024
Sale of Ordinary Shares	(35,429)	16.5539	09/16/2024
Sale of Ordinary Shares	(100,000)	16.5212	09/16/2024
Sale of Ordinary Shares	(3,700)	16.6011	09/16/2024
Sale of Ordinary Shares	(91,200)	16.6280	09/16/2024
Sale of Ordinary Shares	(20,859)	16.7778	09/17/2024
Sale of Ordinary Shares	(7,800)	16.8872	09/17/2024
Sale of Ordinary Shares	(34,807)	16.9374	09/18/2024
Sale of Ordinary Shares	(100,000)	16.8931	09/18/2024
Sale of Ordinary Shares	(54,600)	17.0226	09/18/2024
Sale of Ordinary Shares	(11,929)	17.0383	09/19/2024
Sale of Ordinary Shares	(6,805)	17.0353	09/20/2024
Sale of Ordinary Shares	(500)	16.8950	09/27/2024
Sale of Ordinary Shares	(200)	16.4850	10/01/2024
Sale of Ordinary Shares	(1,900)	16.1706	10/08/2024
Sale of Ordinary Shares	(4,011)	16.0857	10/09/2024
Sale of Ordinary Shares	(13,361)	15.9347	10/10/2024
Sale of Ordinary Shares	(29,800)	16.1036	10/11/2024
Sale of Ordinary Shares	(37,285)	16.1646	10/14/2024
Sale of Ordinary Shares	(407)	16.2137	10/15/2024
Sale of Ordinary Shares	(11,098)	16.3193	10/16/2024
Sale of Ordinary Shares	(13,492)	16.1338	10/24/2024
Sale of Ordinary Shares	(11,087)	16.2506	10/25/2024
Sale of Ordinary Shares	(45,590)	16.8423	11/06/2024
Sale of Ordinary Shares	(34,119)	16.8665	11/06/2024
Sale of Ordinary Shares	(57)	16.9300	11/06/2024
Sale of Ordinary Shares	(4,110)	16.8200	11/07/2024
Sale of Ordinary Shares	(29,158)	16.7303	11/08/2024
Sale of Ordinary Shares	(60,281)	16.7662	11/08/2024
Sale of Ordinary Shares	(39,000)	16.7503	11/08/2024

 

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