Sec Form 13D Filing - Greenidge Generation Holdings Inc. (GREE) filing for Support.com Inc. (SPRT) - 2021-09-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. 1)¹

SUPPORT.COM, INC.

(Name of Issuer)

Common Stock, par value $0.0001

(Title of Class of Securities)

86858W200

(CUSIP Number)

Jeffrey Kirt

Chief Executive Officer

Greenidge Generation Holdings Inc.

590 Plant Road

Dresden, NY 14441

(315) 536-2359

with a copy to:

Christopher M. Zochowski

Shearman & Sterling LLP

401 9th Street, NW

Suite 800

Washington, DC 20004

(202) 508-8000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

September 14, 2021

(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 §§ 240.13d-l(e), 240.13d-l(f) or 240.13d-l(g), check the following box   ☐.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

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).

Explanatory Note

This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission on March 29, 2021 (the “Schedule 13D”), relating to the shares of common stock, par value $0.0001 per share (the “Common Stock”), of Support.com, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.

Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows:

At the effective time of the Merger (the “Effective Time”), each share of Common Stock that was issued and outstanding immediately prior to the Effective Time was cancelled and extinguished and automatically converted into the right to receive 0.115 shares of Class A common stock, par value $0.0001 per share, of Greenidge, and each share of common stock of Merger Sub converted into one share of Common Stock, in each case, in accordance with the terms of the Merger Agreement.

Item 4 of the Schedule 13D is hereby amended and supplemented by adding at the end thereof the following paragraphs:

On September 14, 2021, the Merger closed. At the Effective Time, each share of Common Stock that was issued and outstanding immediately prior to the Effective Time was cancelled and extinguished and automatically converted into the right to receive 0.115 shares of Class A common stock, par value $0.0001 per share, of Greenidge, and each share of common stock of Merger Sub converted into one share of Common Stock, in each case, in accordance with the terms of the Merger Agreement. As a result of the Merger, the Issuer ceased to be a publicly traded company and became a wholly owned subsidiary of Greenidge.

Following the closing of the Merger, the Common Stock that previously traded under the ticker symbol “SPRT” ceased trading on, and will be delisted from, Nasdaq.

Upon the Effective Time, the Support Agreement terminated in accordance with its terms.

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

(a) and (b)

Each of the Reporting Persons beneficially owns 1,000 shares of Common Stock, constituting 100% of the issued and outstanding shares of Common Stock, and shares (with the other Reporting Persons) both voting and dispositive power with respect to all such shares.

(c) At the Effective Time, each share of Common Stock that was issued and outstanding immediately prior to the Effective Time was cancelled and extinguished and automatically converted into the right to receive 0.115 shares of Class A common stock, par value $0.0001 per share, of Greenidge, and each share of common stock of Merger Sub converted into one share of Common Stock, in each case, in accordance with the terms of the Merger Agreement.

(d) To the best of the knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any shares of Common Stock deemed beneficially owned by the Reporting Persons.

(e) Not applicable.

Item 6 of the Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:

Upon the Effective Time, the Support Agreement terminated in accordance with its terms.

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.