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.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 1)
Under the Securities Exchange Act of 1934
INTREPID POTASH, INC.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
46121Y102
(CUSIP Number)
December 31, 2022
(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)
# 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).
CUSIP No. 46121Y102
1. Names of Reporting Persons.
Teton Trust Company LLC as Trustee of Clearway Trust
2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) o (b) o
3.
SEC Use Only
4. Citizenship or Place of Organization
Wyoming
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
5. Sole Voting Power
1,203,222[1]
6. Shared Voting Power
0
7. Sole Dispositive Power
1,203,222[1]
8. Shared Dispositive Power
0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,203,222[1]
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
o
11. Percent of Class Represented by Amount in Row (9)
9.12%[2]
12. Type of Reporting Person (See Instructions)
OO
[1] The 1,203,222 Common Stock shares are held by Clearway
Capital Management LLC which is wholly owned
by Clearway Trust.
[2] Based on 13,195,080 shares of Common Stock of the Issuer
outstanding as of September 30, 2022 - the most
recent Quarterly Results publishing Issuer's outstanding shares
as of the date of this filing.
CUSIP No. 46121Y102
1. Names of Reporting Persons.
Clearway Capital Management LLC
2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) o (b) o
3. SEC Use Only
4. Citizenship or Place of Organization
Florida
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
5. Sole Voting Power
1,203,222[3]
6. Shared Voting Power
0
7. Sole Dispositive Power
1,203,222[3]
8. Shared Dispositive Power
0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,203,222[3]
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
o
11. Percent of Class Represented by Amount in Row (9)
9.12%[4]
12. Type of Reporting Person (See Instructions)
CO
[3] The 1,203,222 Common Stock shares are held by Clearway
Capital Management LLC which is wholly owned
by Clearway Trust.
[4] Based on 13,195,080 shares of Common Stock of the Issuer
outstanding as of September 30, 2022 - the most
recent Quarterly Results publishing Issuer's outstanding shares
as of the date of this filing.
CUSIP No. 46121Y102
Item 1.
(a) Name of Issuer
INTREPID POTASH, INC.
(b) Address of Issuer's Principal Executive Offices
707 17th Street, Suite 4200 Denver, CO 80202
Item 2.
(a) Name of Person Filing
This statement is jointly filed by and on behalf of
each of Teton Trust Company LLC as Trustee of
Clearway Trust and Clearway Capital Management LLC. Teton Trust
Company LLC is a Wyoming chartered Trust Company.
Teton Trust Company LLC is Trustee of Clearway Trust which is a
Trust organized under the laws of Wyoming which
wholly-owns Clearway Capital Management LLC which holds all of
the Common Stock Shares of the Issuer being
reported in this Schedule 13G Amendment.
Each reporting person declares that neither the filing
of this statement nor anything herein shall be
construed as an admission that such person is, for the purposes
of Section 13(d) or 13(g) of the Act or any other
purpose, the beneficial owner of any securities covered by this
statement.
(b) Address of Principal Business Office or, if none, Residence
The address of the principal business office of Teton
Trust Company LLC as Trustee of Clearway Trust
is 36 E. Broadway, Suite 9-3, PO Box 490 Jackson, Wyoming 83001-
0490, USA
The address of the principal business office of
Clearway Capital Management LLC is 240 Crandon Blvd., Suite 250,
Key Biscayne, Florida 33149, USA
(c) Citizenship
See Item 4 on the cover page(s) hereto.
(d) Title of Class of Securities
Common Stock, par value $0.001
(e) CUSIP Number
46121Y102
Item 3. If this statement is filed pursuant to sections 240.13d-
1(b) or 240.13d-2(b) or (c), check whether the person
filing is:
(a) o A Broker or dealer registered under Section 15 of the Act
(15 U.S.C. 78o);
(b) o A Bank as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c);
(c) o An insurance company as defined in Section 3(a)(19) of the
Act (15 U.S.C. 78c);
(d) o An 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 section 240.13d-
1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance
with section 240.13d- 1(b)(1)(ii)(F);
(g) o A parent holding company or control person in accordance
with section 240.13d- 1(b)(1)(ii)(G);
(h) o A savings associations 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 (15 U.S.C. 80a-3);
(j) o A non-U.S. institution in accordance with section 240.13d-
1(b)(1)(ii)(J);
(k) o A group, in accordance with section 240.13d-
1(b)(1)(ii)(K).
Item 4. Ownership.
(a) Amount beneficially owned:
See Item 9 on the cover page(s) hereto.
(b) Percent of class:
See Item 11 on the cover page(s) hereto.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
See Item 5 on the cover page(s) hereto.
(ii) Shared power to vote or to direct the vote:
See Item 6 on the cover page(s) hereto.
(iii) Sole power to dispose or to direct the disposition of:
See Item 7 on the cover page(s) hereto.
(iv) Shared power to dispose or to direct the disposition of:
See Item 8 on the cover page(s) hereto.
Item 5. Ownership of 5% 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 five percent of the
class of securities, check the following o.
Item 6. Ownership of More than 5 Percent on Behalf of Another
Person
Not Applicable
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by
the Parent Holding Company or Control Person.
Teton Trust Company LLC is a Wyoming chartered Trust
Company. Teton Trust Company LLC is Trustee of
Clearway Trust which is a Trust organized under the laws of
Wyoming which wholly-owns Clearway Capital Management
LLC, a Florida limited liability company. Clearway Capital
Management LLC holds all of the Common Stock Shares
of the Issuer being reported in this Schedule 13G Amendment.
Item 8. Identification and Classification of Members of the
Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certifications
By signing below each signatory certifies that, to the
best of his or its 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.
SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
Date: January 30, 2023
Teton Trust Company LLC as Trustee of Clearway Trust
By: /s/ Nicholas Collazo
Name: Nicholas Collazo as Attorney-in-Fact for Abbie Flaherty
Title: Attorney-in-Fact for Director of Teton Trust Company LLC
as Trustee of Clearway Trust*
Clearway Capital Management LLC
By: /s/ Nicholas Collazo
Name: Nicholas Collazo as Attorney-in-Fact for Luis Oscar
Merlotti
Title: Attorney-in-Fact for Manager of Clearway Capital
Management LLC*
* The Power of Attorneys given by each of Abbie Flaherty,
Director of Teton Trust Company LLC as Trustee
of Clearway Trust and Luis Oscar Merlotti, Manager of Clearway
Capital Management LLC, each of which have
been filed with the Commission along with this Schedule 13G
Amendment.
EXHIBIT INDEX
Exhibit Description of Exhibit
24.1 Power of Attorney by Teton Trust Company LLC as Trustee
of Clearway Trust
24.2 Power of Attorney by Clearway Capital Management LLC
99 Joint Filing Agreement