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
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)*
|
PARTS ID, INC. (formerly known as Legacy Acquisition Corp.) |
| (Name of Issuer) |
| CLASS A COMMON STOCK, PAR VALUE $0.0001 |
| (Title of Class of Securities) |
| 524643103 |
| (CUSIP Number) |
| November 20, 2020 |
| (Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ 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 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. 524643103
| ||||
| 1. |
Name of Reporting Persons
Legacy Acquisition Sponsor I LLC | |||
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐ | |||
| 3. |
SEC Use Only
| |||
| 4. |
Citizenship or Place of Organization
State of Delaware | |||
|
Number of Shares Beneficially Owned By Each Reporting Person With: |
5. |
Sole Voting Power 0 | ||
| 6. |
Shared Voting Power 3,180,873 | |||
| 7. |
Sole Dispositive Power 0 | |||
| 8. |
Shared Dispositive Power 3,180,873 | |||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 3,180,873 | |||
| 10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||
| 11. |
Percent of Class Represented by Amount in Row (9) 9.68%* | |||
| 12. |
Type of Reporting Person (See Instruct ions) OO | |||
* Based on 32,873,458 shares of Class A common stock estimated outstanding as of November 20, 2020.
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|
CUSIP No. 524643103
| ||||
| 1. |
Name of Reporting Persons
Edwin J. Rigaud | |||
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐ | |||
| 3. |
SEC Use Only
| |||
| 4. |
Citizenship or Place of Organization
United States of America | |||
|
Number of Shares Beneficially Owned By Each Reporting Person With: |
5. |
Sole Voting Power 0 | ||
| 6. |
Shared Voting Power 3,180,873 | |||
| 7. |
Sole Dispositive Power 0 | |||
| 8. |
Shared Dispositive Power 3,180,873 | |||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 3,180,873 | |||
| 10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||
| 11. |
Percent of Class Represented by Amount in Row (9) 9.68%* | |||
| 12. |
Type of Reporting Person (See Instructions) IN | |||
* Based on 32,873,458 shares of Class A common stock estimated outstanding as of November 20, 2020.
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| Item 1(a). | Name of Issuer | |
| PARTS iD, Inc. (the “Issuer”) | ||
| Item 1(b). | Address of the Issuer’s Principal Executive Offices | |
| 1 Corporate Drive, Suite C, Cranbury, New Jersey 08512 | ||
| Item 2(a). | Names of Persons Filing | |
| This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”): | ||
| (i) | Legacy Acquisition Sponsor I LLC | |
| (ii) | Edwin J. Rigaud | |
| Item 2(b). | Address of the Principal Business Office, or if none, Residence: | |
| c/o PARTS iD, Inc., 1 Corporate Drive, Suite C, Cranbury, New Jersey 08512 | ||
| Item 2(c). | Citizenship | |
| (i) | Legacy Acquisition Sponsor I LLC is a Delaware limited liability company. | |
| (ii) | Edwin J. Rigaud is a citizen of the United States of America. | |
| Item 2(d). | Title of Class of Securities | |
| Class A common stock, par value $0.0001 per share, of the Issuer. | ||
| Item 2(e). | CUSIP Number | |
| 702141102 | ||
| 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(n): | |
| Not applicable | ||
| (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | ||
| (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | ||
| (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | ||
| (d) Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.S. 80a-8). | ||
| (e) Investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). | ||
| (f) Employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). | ||
| (g) Parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | ||
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| (h) Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). | |
| (i) Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). | |
| (j) Non-U.S. institution, in accordance with § 240.13d-1(b)(1)(ii)(J)). | |
| (k) Group in accordance with §240.13d-1(b)(1)(ii)(K). | |
| If filing as a non-U.S. institution in accordance with §240. 13d-1(b)(1)(ii)(J), please specify the type of institution: ______________. | |
| Item 4. |
Ownership
(a) Amount beneficially owned: see responses to Item 9 on each cover page.
On November 20, 2020, Legacy Acquisition Corp. (“Legacy”) completed its business combination with Onyx Enterprises Int’l, Corp. Following the business combination, the combined company was renamed PARTS iD, Inc.
Edwin J. Rigaud is one of the Issuer’s Directors, is the managing member of the Sponsor and has the sole voting and dispositive power of the securities held by the Sponsor. Accordingly, Mr. Rigaud may be deemed to have beneficial ownership of such shares.
(b) Percent of class: see responses to Item 11 on each cover page.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: see responses to Item 5 on each cover page.
(ii) Shared power to vote or to direct the vote: see responses to Item 6 on each cover page.
(iii) Sole power to dispose or to direct the disposition of: see responses to Item 7 on each cover page.
(iv) Shared power to dispose or to direct the disposition of: see responses to Item 8 on each cover page.
Legacy Acquisition I Sponsor LLC (the “Sponsor”) directly holds the securities reported in this Schedule 13G/A and shares voting and dispositive power of the securities held by the Sponsor with Edwin J. Rigaud. Mr. Rigaud is one of the Issuer’s Directors, is the managing member of the Sponsor and has sole voting and dispositive power of the securities held by the Sponsor. Accordingly, Mr. Rigaud may be deemed to have beneficial ownership of such shares and voting and dispositive power of the securities held by the Sponsor. |
| Item 5. | Ownership of Five Percent or Less of a Class |
| 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 5 percent of the class of securities, check the following ☐. | |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
| See item 4 above. |
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
| Not Applicable | |
| Item 8. | Identification and Classification of Members of the Group |
| The Reporting Persons have agreed to file this Schedule 13G with respect to their ownership of Class A common stock. See Item 4 above and Exhibit 1 to this Schedule 13G. | |
| Item 9. | Notice of Dissolution of Group |
| Not Applicable | |
| Item 10. | Certification |
| Not Applicable |
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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.
DATE: November 25, 2020
|
LEGACY ACQUISITION SPONSOR I LLC a Delaware limited liability company |
| By: | /s/ Edwin J. Rigaud | |
| Name: | Edwin J. Rigaud | |
| Title: | Managing Member | |
| /s/ Edwin J. Rigaud | ||
| Name: | Edwin J. Rigaud |
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| Exhibit No. | Description | |
| Exhibit 1 | Joint Filing Agreement, dated as of November 25, 2020, by and between Legacy Acquisition Sponsor I LLC and Edwin J. Rigaud. |
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