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.
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
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)
Under the Securities Exchange Act of 1934
(Amendment No.__)*
Car Charging Group, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
14074Y206
(CUSIP Number)
August 10, 2011
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o 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 the disclosures provided in a prior cover page.
The information required in 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).
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CUSIP No. 14074Y206
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13G
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1
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NAMES OF REPORTING PERSONS
Nathan A. Low
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a) o
(b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
5,893,000
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
5,893,000
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,893,000
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
18.42%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. 14074Y206
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1
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NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Sunrise Securities Corp.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING POWER
2,788,000
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
2,788,000
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,788,000
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.714%
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12
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TYPE OF REPORTING PERSON*
BD
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Item 1(a). Name of Issuer:
Car Charging Group, Inc. (the “Issuer”)
1691 Michigan Avenue, Sixth Floor, Miami Beach, FL 33139
Item 2(a). Name of Person Filing:
Nathan A. Low and Sunrise Securities Corp. (the “Reporting Persons”)
Item 2(b). Address of Principal Business Office or, if None, Residence:
c/o Sunrise Securities Corp.
641 Lexington Avenue, 25th Floor
New York, New York 10022
Item 2(c). Citizenship:
Nathan A. Low – U.S.A
Sunrise Securities Corp. – New York
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.001 per share
Item 2(e). CUSIP Number:
14074Y206
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
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o A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940;
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If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____
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Item 4.
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Ownership
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(a) Amount beneficially owned:
Nathan A. Low – 5,893,000
Sunrise Securities Corp. – 2,788,000
Mr. Low is the President and the sole stockholder of Sunrise Securities Corp. and has the power to vote and dispose of the securities held by Sunrise Securities Corp. Mr. Low holds 5,000 shares of common stock directly. Mr. Low holds 1,200,000 of the shares of common stock through Sunrise Charitable Foundation, Inc., a charitable grant making organization, of which Mr. Low is a director. NLBDIT Portfolio LLC holds 1,750,000 shares of common stock in trust for the benefit of Mr. Low’s children. Sunrise Financial Group, Inc., of which Mr. Low is a director and sole stockholder, holds options to purchase 50,000 shares of common stock at an exercise price of $20.00 per share which are exercisable within the next 60 days. Mr. Low holds warrants to purchase 100,000 shares of common stock at an exercise price of $2.50 per share which are exercisable within the next 60 days.
(b) Percent of class:
Nathan A. Low – 18.42%
Sunrise Securities Corp. – 8.714%
The percentage amounts are based on a total of 31,993,405 shares of the Issuer’s common stock outstanding as of October 3, 2011 as provided by the Issuer to the Reporting Persons.
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(c)
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Number of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote:
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Nathan A. Low – 5,893,000
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Sunrise Securities Corp. – 2,788,000
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(ii)
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shared power to vote or to direct the vote:
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Nathan A. Low – 0
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Sunrise Securities Corp. – 0
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(iii)
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sole power to dispose or to direct the disposition of:
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Nathan A. Low – 5,893,000
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Sunrise Securities Corp. – 2,788,000
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(iv)
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shared power to dispose or to direct the disposition of:
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Nathan A. Low – 0
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Sunrise Securities Corp. – 0
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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N/A
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
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N/A
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Item 8.
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Identification and Classification of Members of the Group
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N/A
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Item 9.
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Notice of Dissolution of Group
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N/A
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Item 10.
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Certification
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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 my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Date: October 6, 2011
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/s/ NATHAN A. LOW
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NATHAN A. LOW
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Date: October 6, 2011
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SUNRISE SECURITIES CORP.
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By:
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/s/ Nathan A. Low
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Name: Nathan A. Low
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Title: President
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