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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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
ASA Gold & Precious Metals Ltd
(Name of Issuer)
Common Shares, $1 par value
(Title of Class of Securities)
G3156P103
(CUSIP Number)
Saba Capital Management, L.P.
405 Lexington Avenue
58th Floor
New York, NY 10174
Attention: Michael D'Angelo
(212) 542-4635
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 31, 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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [X]
(Page 1 of 6 Pages)
______________________________
* 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. G3156P103 | SCHEDULE 13D/A | Page 2 of 6 Pages |
| 1 | NAME OF REPORTING PERSON Saba Capital Management, L.P. |
||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☐ (b) ☐ |
|
| 3 | SEC USE ONLY |
||
| 4 | SOURCE OF FUNDS OO (see Item 3) |
||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING 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 3,253,837 |
||
| 9 | SOLE DISPOSITIVE POWER -0- |
||
| 10 | SHARED DISPOSITIVE POWER 3,253,837 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 3,253,837 |
||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.87% |
||
| 14 | TYPE OF REPORTING PERSON PN; IA |
||
The percentages used herein are calculated based upon 19,289,905 shares of common stock outstanding as of 5/31/23, as disclosed in the company's N-CSRS filed 7/27/23
| CUSIP No. G3156P103 | SCHEDULE 13D/A | Page 3 of 6 Pages |
| 1 | NAME OF REPORTING PERSON Boaz R. Weinstein |
||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☐ (b) ☐ |
|
| 3 | SEC USE ONLY |
||
| 4 | SOURCE OF FUNDS OO (see Item 3) |
||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING 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: |
7 | SOLE VOTING POWER -0- |
|
| 8 | SHARED VOTING POWER 3,253,837 |
||
| 9 | SOLE DISPOSITIVE POWER -0- |
||
| 10 | SHARED DISPOSITIVE POWER 3,253,837 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 3,253,837 |
||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.87% |
||
| 14 | TYPE OF REPORTING PERSON IN |
||
The percentages used herein are calculated based upon 19,289,905 shares of common stock outstanding as of 5/31/23, as disclosed in the company's N-CSRS filed 7/27/23
| CUSIP No. G3156P103 | SCHEDULE 13D/A | Page 4 of 6 Pages |
| 1 | NAME OF REPORTING PERSON Saba Capital Management GP, LLC |
||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☐ (b) ☐ |
|
| 3 | SEC USE ONLY |
||
| 4 | SOURCE OF FUNDS OO (see Item 3) |
||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING 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 3,253,837 |
||
| 9 | SOLE DISPOSITIVE POWER -0- |
||
| 10 | SHARED DISPOSITIVE POWER 3,253,837 |
||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 3,253,837 |
||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |
☐ | |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.87% |
||
| 14 | TYPE OF REPORTING PERSON OO |
||
The percentages used herein are calculated based upon 19,289,905 shares of common stock outstanding as of 5/31/23, as disclosed in the company's N-CSRS filed 7/27/23
| CUSIP No. G3156P103 | SCHEDULE 13D/A | Page 5 of 6 Pages |
Item 1. SECURITY AND ISSUER
This Amendment No. 6 amends and supplements the statement on Schedule 13D filed with the SEC on 10/13/23, as amended by Amendment No.1 filed 11/16/23, Amendment No.2 filed 11/24/23, Amendment No.3 filed 12/5/23, Amendment No.4 filed 12/21/23 and Amendment No.5 filed 1/26/23; with respect to the common sh ares of ASA Gold & Precious Metals Ltd. This Amendment No. 6 amends Items 4 and 7, as set forth below.
Item 4. PURPOSE OF TRANSACTION
Item 4 is hereby amended and supplemented as follows:
On January 31, 2024, Saba Capital Master Fund, Ltd. and Saba Capital Management, L.P., filed a complaint (the "Complaint") in the United States District Court's Southern District of New York against the Issuer and each of the members of Issuer's Board - Mary Joan Hoene, Bruce Hansen, William Donovan, Axel Merk, and Anthony Artabane - seeking rescission and to invalidate as unlawful under the Investment Company Act of 1940, the Issuer's shareholder rights plan which would give certain common shareholders rights to acquire one additional common share of the Issuer at $1.00 per share for each common share owned, but would deny such rights to shareholders with beneficial ownership of more than 15% of the Issuer.
The foregoing summary of the Complaint does not purport to be complete and is qualified in its entirety by reference to the full text of the Complaint, a copy of which is attached as Exhibit 3 and is incorporated by reference herein.
Item 7. MATERIAL TO BE FILED AS EXHIBITS
| Exhibit 3: | Complaint. |
| CUSIP No. G3156P103 | SCHEDULE 13D/A | Page 6 of 6 Pages |
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date: February 1, 2024
| SABA CAPITAL MANAGEMENT, L.P. By: /s/ Michael D'Angelo |
|
| Name: Michael D'Angelo Title: Chief Compliance Officer |
|
| SABA CAPITAL MANAGEMENT GP, LLC By: /s/ Michael D'Angelo Name: Michael D'Angelo Title: Authorized Signatory |
|
| BOAZ R. WEINSTEIN By: /s/ Michael D'Angelo |
|
| Name: Michael D'Angelo | |
| Title: Attorney-in-fact* | |
| * Pursuant to a power of attorney dated as of November 16, 2015, which is incorporated herein by reference to Exhibit 2 to the Schedule 13G filed by the Reporting Persons on December 28, 2015, accession number: 0001062993-15-006823 |