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 13G/A
Under the Securities Exchange Act of 1934*
(Amendment No. 5)*
EASTSIDE DISTILLING, INC.
Name of Issuer)
Common Stock
(Title of Class of Securities)
277802302
(CUSIP Number)
December 31, 2019
(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)þRule 13d-1(c)
oRule 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. 277802302 |
SCHEDULE 13G |
Page 2 of 6 |
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1. |
Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) GLENBROOK CAPITAL, L.P., a Nevada Limited Partnership (the "Fund") |
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2. |
Check the Appropriate Box if a Member of a Group |
(a) ¨ |
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3. |
SEC Use Only
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4. |
Citizenship or Place of Organization Nevada |
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NUMBER OF |
5. |
Sole Voting Power 138,155(1)(2) |
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6. |
Shared Voting Power 0 |
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7. |
Sole Dispositive Power 138,155(2) |
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8. |
Shared Dispositive Power 0 |
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 138,155(2) |
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
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11. |
Percent of Class Represented by Amount in Row (9) 1.4%(3) |
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12. |
Type of Reporting Person (See Instruction) PN |
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(1) |
This amendment to Schedule 13G is being filed to update the beneficial ownership holdings of the Fund through December 31, 2019. |
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(2) |
Includes 128,205 warrants that are currently exercisable. |
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(3) |
Based on 9,675,028 shares of common stock outstanding on November 12, 2019, as reported in the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission (the "SEC") on November 14, 2019. The percentage of beneficial ownership is determined in accordance with the Rule 13d-3 promulgated under the Act. |
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CUSIP No. 277802302 |
SCHEDULE 13G |
Page 3 of 6 |
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1. |
Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) GLENBROOK CAPITAL MANAGEMENT, a Nevada corporation ("GCM") |
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2. |
Check the Appropriate Box if a Member of a Group |
(a) ¨ |
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3. |
SEC Use Only
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4. |
Citizenship or Place of Organization Nevada |
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NUMBER OF |
5. |
Sole Voting Power 138,155(1)(2) |
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6. |
Shared Voting Power 0 |
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7. |
Sole Dispositive Power 138,155(1)(2) |
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8. |
Shared Dispositive Power 0 |
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 138,155(1)(2) |
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
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11. |
Percent of Class Represented by Amount in Row (9) 1.4%(3) |
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12. |
Type of Reporting Person (See Instruction) CO |
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(1) |
GCM is the corporate general partner of the Fund. In that capacity, it has voting and dispositive power over the shares owned by the Fund. It does not, itself, own any securities of the Issuer, and its deemed beneficial ownership is derivative, based on the holdings of the Fund. |
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(2) |
Includes 128,205 warrants that are currently exercisable. |
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(3) |
Based on 9,675,028 shares of common stock outstanding on November 12, 2019. |
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Item 1(a). |
Name of Issuer:
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Item 1(b). |
Address of Issuer's principal executive offices:
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Item 2(a). |
Name of person filing:
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Item 2(b). |
Address or principal business office or, if none, residence:
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Item 2(c). |
Citizenship:
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Item 2(d). |
Title of class of securities:
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Item 2(e). |
CUSIP No. 277802302
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Item 3. |
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person is filing is a: |
(a)
(b)
o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).(c)
o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).(d)
o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8)(e)
o An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);(f)
o An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);(g)
o A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);(h)
o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);(i)
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 915 U.S.C. 80a-3);(j)
o Group, in accordance with 240.13d-1(b)(1)(ii)(J).Page 4 of 6
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Item 4. |
Ownership
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(a)
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Amount beneficially owned:
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138,155(1)
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(b)
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Percent of class:
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1.4%(2)
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(c)
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Number of shares as to which the person has:
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(i) Sole power to vote or to direct the vote:
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138,155(1)
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(ii) Shared power to vote or to direct the vote:
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0
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(iii) Sole power to dispose or to direct the disposition of:
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138,155(1)
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(iv) Shared power to dispose or to direct the disposition of:
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0
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__________
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(1) |
All of the shares are owned beneficially by Glenbrook Capital, L.P. Glenbrook Capital Management may be deemed to possess voting and dispositive power in its capacity as general partner of Glenbrook Capital, L.P.; however, Glenbrook Capital Management disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest. |
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(2) |
Based on 9,675,028 shares of common stock outstanding on November 12, 2019. |
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Item 5. |
Ownership of Five Percent or Less of a Class
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
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Item 8. |
Identification and Classification of Members of the Group
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Item 9. |
Notice of Dissolution of the Group
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Item 10. |
Certification |
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.
Page 5 of 6
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.
Dated: February 14, 2020
GLENBROOK CAPITAL, L.P.
a Nevada Limited Partnership
By: GLENBROOK CAPITAL MANAGEMENT
a Nevada corporation,
its General Partner
By: /s/ Richard Rudgley
Name: Richard Rudgley
Title: President
GLENBROOK CAPITAL MANAGEMENT
a Nevada corporation
By: /s/ Richard Rudgley
Name: Richard Rudgley
Title: President
Page 6 of 6