Sec Form 13D Filing - Fortress Investment Group LLC (FIG) filing for PLBY GROUP, INC. (PLBY) - 2021-09-30

Insider filing report for Changes in Beneficial Ownership

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  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 3)*
Under the Securities Exchange Act of 1934

PLBY Group, Inc.
(Name of Issuer)

Common Stock, par value $0.0001 per share
(Title of Class of Securities)

72814P109
(CUSIP Number)

David N. Brooks
Fortress Investment Group LLC
1345 Avenue of the Americas, 46th Floor
New York, NY 10105
(212) 798-6100
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

September 27, 2021
(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 13D 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(b) for other parties to whom copies are to be sent.
____________
*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. 72814P109
SCHEDULE 13D
Page 2 of 10


1
NAME OF REPORTING PERSONS
 
 
Drawbridge Special Opportunities Fund LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
&#x A0;
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 PN
 
 
 
 
 

 

CUSIP No. 72814P109
SCHEDULE 13D
Page 3 of 10


1
NAME OF REPORTING PERSONS
 
 
Drawbridge Special Opportunities Advisors LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
 


CUSIP No. 72814P109
SCHEDULE 13D
Page 4 of 10


1
NAME OF REPORTING PERSONS
 
 
Drawbridge Special Opportunities GP LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNE D BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
 


CUSIP No. 72814P109
SCHEDULE 13D
Page 5 of 10


1
NAME OF REPORTING PERSONS
 
 
FIG LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
 



CUSIP No. 72814P109
SCHEDULE 13D
Page 6 of 10


1
NAME OF REPORTING PERSONS
 
 
Fortress Principal Investment Holdings IV LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
 
 


CUSIP No. 72814P109
SCHEDULE 13D
Page 7 of 10


1
NAME OF REPORTING PERSONS
 
 
Fortress Operating Entity I LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 PN
 
 
 
 
 
 


CUSIP No. 72814P109
SCHEDULE 13D
Page 8 of 10


1
NAME OF REPORTING PERSONS
 
 
FIG Corp.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 CO
 
 
 
 
 


 
CUSIP No. 72814P109
SCHEDULE 13D
Page 9 of 10


1
NAME OF REPORTING PERSONS
 
 
Fortress Investment Group LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
 
(b)
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
 
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 0
 
 
 
 
8
SHARED VOTING POWER
 
 
2,117,940
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 0
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
2,117,940
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,117,940
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
5.2%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
 OO
 
 
 
 
 

Item 1. Security and Issuer.
This Amendment No.3 (this “Amendment No. 3”) to Schedule 13D amends the Schedule 13D originally filed on March 3, 2021 (the “Original Schedule 13D”), as amended on June 4, 2021 (the “Amendment No. 1”) and August 27, 2021 (the “Amendment No. 2”) (the Original Schedule 13D as amended through the date hereof, the “Schedule 13D”), and relates to the Common Stock, par value $0.0001 per share (“Common Stock”), of PLBY Group, Inc., a Delaware corporation (the “Issuer”). Disclosure Items set forth in the Original Schedule 13D or the prior amendments thereto shall remain in effect, except to the extent expressly amended hereby and (as modified herein) are incorporated into the Schedule 13D.  Capitalized terms used in this Amendment No. 3 and not otherwise defined shall have the meaning ascribed to them in the Original Schedule 13D as previously amended.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated as follows:
The information contained in rows 7, 8, 9, 10, 11 and 13 on the cover pages of this Amendment and the information set forth or incorporated in Items 2 and 4 is incorporated by reference in its entirety into this Item 5.
(a) and (b)
After giving effect to the transactions described in Item 5(c) below, each of the Reporting Persons may be deemed to beneficially own and share the power to vote and dispose of 2,117,940 shares of Common Stock, which represents 5.2% of the Common Stock outstanding.

All percentages of Common Stock outstanding contained herein are based on 40,798,508 shares of Common Stock outstanding, as of August 19, 2021, as reported in the prospectus filed by the Issuer on August 31, 2021.

(c)  Except as set forth in Schedule A attached hereto, the Reporting Persons had no transactions in shares of the Common Stock during the 60 days preceding the date of filing this Amendment. All of the transactions set forth on Schedule A were effected in the ordinary course of business of DBSO in open market transactions.

(d)            No person other than DBSO is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock beneficially owned by the Reporting Persons and described in this Item 5.

(e)            Not applicable.

SIGNATURE
 
After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned, severally and not jointly, certifies that the information set forth in this statement is true, complete and correct.
Dated: August 30, 2021
DRAWBRIDGE SPECIAL OPPORTUNITIES FUND LP
 
 
 
 
 
 
By:
Drawbridge Special Opportunities GP LLC, its general partner
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:  
Daniel N. Bass
 
 
Title:
Authorized Signatory
 
 
 
 
 
Dated: August 30, 2021
DRAWBRIDGE SPECIAL OPPORTUNITIES ADVISORS LLC
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:
Daniel N. Bass
 
 
Title:
Authorized Signatory
 
 
 
 
 
Dated: August 30, 2021
DRAWBRIDGE SPECIAL OPPORTUNITIES GP LLC
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:
Daniel N. Bass
 
 
Title:
Authorized Signatory
 
 
 
 
 
Dated: August 30, 2021
FIG LLC
 
 
 
 
 
 
By:
Fortress Operating Entity I LP, its sole managing member
 
 
By:
FIG Corp., its general partner
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:
Daniel N. Bass
 
 
Title:
Chief Financial Officer
 
 
 
 
 
Dated: August 30, 2021
FORTRESS PRINCIPAL INVESTMENT HOLDINGS IV LLC
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:
Daniel N. Bass
 
 
Title:
Chief Financial Officer
 
 
 
 
 
Dated: August 30, 2021
FORTRESS OPERATING ENTITY I LP
 
 
 
 
 
 
By:
FIG Corp., its general partner
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:
Daniel N. Bass
 
 
Title:
Chief Financial Officer
 
 
 
 
 
Dated: August 30, 2021
FIG CORP.
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:
Daniel N. Bass
 
 
Title:
Chief Financial Officer
 
 
 
 
 
Dated: August 30, 2021
FORTRESS INVESTMENT GROUP LLC
 
 
 
 
 
 
By:
/s/ Daniel N. Bass
 
 
Name:
Daniel N. Bass
 
 
Title:
Chief Financial Officer
 

SCHEDULE A

Date
 
 
Number of Shares Sold
 
 
Price Per Share($) (1)(2)
 
 
9/2/2021
 
 
 
 67,966
 
 
 
$26.2415(3)
 
 
9/2/2021
 
 
 
 32,034
 
 
 
$26.7992(4)
 
 
9/7/2021
 
 
 
 71,783
 
 
 
$25.6727(5)
 
 
9/7/2021
 
 
 
 26,817
 
 
 
$26.5280(6)
 
 
9/7/2021
     
 1,400
     
$27.3927(7)
 
 
9/9/2021
     
 76,714
     
$25.3067(8)
 
 
9/13/2021
 
 
 
 3,600
 
 
 
$25.1151(9)
 
 
9/23/2021
     
 100,000
     
$25.1354(10)
 
 
9/27/2021
     
48,164
     
$26.398(11)
 
                     
(1) Excludes commissions and other execution-related costs.
(2) Upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares bought or sold (as the case may be) at each separate price will be provided.
(3) Reflects a weighted average sale price of $26.2415 per share, at prices ranging from $26.62 to $26.61 per share.
(4) Reflects a weighted average sale price of $26.7992 per share, at prices ranging from $26.62 to $27.02 per share.
(5) Reflects a weighted average sale price of $25.6727 per share, at prices ranging from $26.2 to $26.18 per share.
(6) Reflects a weighted average sale price of $26.5280 per share, at prices ranging from $26.205 to $27.07per share.
(7) Reflects a weighted average sale price of $27.3927 per share, at prices ranging from $27.24 to $27.555 per share.
(8) Reflects a weighted average sale price of $25.3067 per share, at prices ranging from $25 to $25.96per share.
(9) Reflects a weighted average sale price of $25.1151 per share, at prices ranging from $25 to $25.22 per share.
(10) Reflects a weighted average sale price of $25.1354 per share, at prices ranging from $25 to $25.515 per share.
(11) Reflects a weighted average sale price of $26.398 per share, at prices ranging from $26.12 to $26.64 per share.