Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
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Desktop Metal, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
25058X303 (CUSIP Number) |
Bradford Nelson 191 University Blvd, Suite 246, Denver, CO, 80206 239-970-4085 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/02/2025 (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.
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
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| CUSIP No. | 25058X303 |
| 1 |
Name of reporting person
Farhad Fred Ebrahimi | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(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
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
|
| CUSIP No. | 25058X303 |
| 1 |
Name of reporting person
Mary Wilkie Ebrahimi | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(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
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
Desktop Metal, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
63 3rd Avenue, Burlington,
MASSACHUSETTS
, 01803. |
| Item 2. | Identity and Background |
| (a) | This statement is being filed by Farhad Fred Ebrahimi and Mary Wilkie Ebrahimi (the "Reporting Persons"). |
| (b) | 191 University Blvd, Suite 246, Denver, Colorado 80206 |
| (c) | Farhad Fred Ebrahimi is a private investor, and Mary Wilkie Ebrahimi is not employed. |
| (d) | Neither of the Reporting Persons has, during the last five years, been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | Neither of the Reporting Persons has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding become (or remain) subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities law, or finding any violation with respect to such laws. |
| (f) | United States. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The Reporting Persons paid $360,728 from personal funds to acquire the Common Stock listed in Item 5. | |
| Item 4. | Purpose of Transaction |
On April 2, 2025, the Issuer completed its merger (the "Merger") with Nano Dimension Ltd., an Israeli company ("Nano"), pursuant to the Agreement and Plan of Merger, dated as of July 2, 2024, by and among the Issuer, Nano and Nano US I, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Nano (the "Merger Agreement"). Upon consummation of the Merger, each outstanding share of Common Stock held by the Reporting Person was cancelled and converted into the right to receive an amount in cash equal to $5.295, and each outstanding equity award of the Issuer held by the Reporting Person was cancelled and, as applicable, converted into cash or Nano securities, in each case in accordance with the Merger Agreement. As a result, on April 2, 2025, the Reporting Person ceased to beneficially own any securities of the Issuer. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Farhad Fred Ebrahimi and Mary Wilkie Ebrahimi jointly hold 0 shares of the Issuer's Common Stock and 0% of the outstanding Common Stock of the Issuer. |
| (b) | Number of shares as to which Farhad Fred Ebrahimi and Mary Wilkie Ebrahimi have:(i) sole power to vote or to direct the vote: 0 shares(ii) shared power to vote or to direct the vote: 0(iii) sole power to dispose or to direct the disposition of: 0 shares(iv) shared power to vote or to direct the vote: 0 shares |
| (c) | The following transactions have been effected by the Reporting Persons in the last 60 days or since their last 13D:Date of Transaction Type of Transaction Quantity Price per share (in US dollars)03/26/2025 Purchase of Common Stock 45,370 7.0003/26/2025 Purchase of Common Stock 5,500 7.82All of these transactions were effected by the Reporting Persons through Fidelity Investments' online brokerage. |
| (d) | No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of the shares beneficially owned by any of the Reporting Persons. |
| (e) | April 2, 2025 |
| Item 7. | Material to be Filed as Exhibits. |
Exhibit A - Power of Attorney https://www.sec.gov/Archives/edgar/data/1071351/000119312523156298/d513734dex99a.htmExhibit B - Power of Attorney https://www.sec.gov/Archives/edgar/data/1071351/000119312523156298/d513734dex99b.htmExhibit C - Agreement regarding filing of joint Schedule 13D. https://www.sec.gov/Archives/edgar/data/1071351/000119312523156298/d513734dex99c.htm |
| 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.
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Comments accompanying signature:
*This Schedule 13D was executed by Brad Nelson pursuant to a Power of Attorney referenced in Exhibit A.**This Schedule 13D was executed by Brad Nelson pursuant to a Power of Attorney referenced in Exhibit B |