Sec Form 13D Filing - Paradis Paul filing for Sezzle Inc. (SEZL) - 2024-01-08

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

Under the Securities Exchange Act of 1934
(Amendment No. ________)*

Sezzle Inc.
(Name of Issuer)
Common Stock, par value $0.00001 per share
(Title of Class of Securities)
78435P105
(CUSIP Number)
Paul Paradis
700 Nicollet Mall, Suite 640
Minneapolis, Minnesota 55402
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 14, 2023
(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-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

* 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. 78435P105
13D
Page 2 of 6 Pages
1. 
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Paul Paradis
2. 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ☒
(b)    ☐
3. 
SEC USE ONLY
 
4. 
SOURCE OF FUNDS (see instructions)
 
PF
5. 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6. 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States of Ame rica
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. 
SOLE VOTING POWER
 
311,798(1)
 8. 
SHARED VOTING POWER
 
0
 9. 
SOLE DISPOSITIVE POWER
 
311,798(1)
 10. 
SHARED DISPOSITIVE POWER
 
0
11. 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
311,798(1)
12. 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions)    ☐
 
13. 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.5%(2)
14. 
TYPE OF REPORTING PERSON (see instructions)
 
IN
(1)
Includes (i) 214,429 shares owned by the Reporting Person, (ii) 13,158 shares purchasable upon the exercise of outstanding options that are currently exercisable or exercisable and owned by the Reporting Person, and (iii) 84,211 shares owned by Paradis Family LLC (“PFL”). Mr. Paradis has sole voting and investment power over shares of the issuer held by PFL.
(2)
Based on 5,695,227 shares of Common Stock outstanding as of November 13, 2023, as reported in the Issuer’s Form 10-Q filed with the SEC on November 14, 2023, plus 13,158 shares purchasable upon the exercise of outstanding options that are currently exercisable or exercisable and owned by the Reporting Person.

CUSIP No. 78435P105
13D
Page 3 of 6 Pages
1. 
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Paradis Family LLC
2. 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    ☒
(b)    ☐
3. 
SEC USE ONLY
 
4. 
SOURCE OF FUNDS (see instructions)
 
PF
5. 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6. 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
South Dakota
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. 
SOLE VOTING POWER
 
84,211
 8. 
SHARED VOTING POWER
 
0
 9. 
SOLE DISPOSITIVE POWER
 
84,211
 10. 
SHARED DISPOSITIVE POWER
 
0
11. 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
84,211
12. 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions)    ☐
 
13. 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.5%(3)
14. 
TYPE OF REPORTING PERSON (see instructions)
 
OO (Limited liability company)
(3)
Based on 5,695,227 shares of Common Stock outstanding as of November 13, 2 023, as reported in the Issuer’s Form 10-Q filed with the SEC on November 14, 2023.


CUSIP No. 78435P105
13D
Page 4 of 6 Pages

Item 1.  Security and Issuer.
 The name of the issuer is Sezzle Inc., a Delaware corporation (the “Issuer”). The address of the Issuer’s principal executive offices is 700 Nicollet Mall, Suite 640, Minneapolis, Minnesota 55402. This Schedule 13D relates to the Issuer’s Common Stock, $0.00001 par value per share (the “Common Stock”).
This Schedule 13D is being filed to disclose prior acquisitions of Common Stock by the Reporting Persons, all of which were previously reported on Form 3, 4 and 5 filings made with the SEC under Section 16 of the Securities Exchange Act of 1934, and disclosed in other filings of the Issuer made on Forms 10-Q, Forms 10-K, and proxy statements. All share and price information set forth in this Schedule 13D has been adjusted to reflect the Issuer’s 1-for-38 reverse stock split effective on May 11, 2023.

Item 2.  Identity and Background.
 (a), (f)    The persons filing this statement are Paul Paradis (“Mr. Paradis”) and Paradis Family LLC, a South Dakota limited liability company (“PFL,” and together with Mr. Paradis, the “Reporting Persons”).
(b)    The principal business address of each Reporting Person is 700 Nicollet Mall, Suite 640, Minneapolis, Minnesota 55402
(c)    Mr. Paradis serves as an Executive Director and as the President of the Issuer, and as the Member of PFL. As the Member of PFL, Mr. Paradis has sole voting and investment power over shares of the Common Stock held by PFL.
(d)    None of the Reporting Persons have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)    None of the Reporting Persons have, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3.  Source or Amount of Funds or Other Consideration.
All shares of Common Stock and derivative securities described in Item 5 below have been issued to Mr. Paradis in connection with his services to the Issuer as the Issuer’s Executive Director and President. On July 30, 2021, Mr. Paradis made a bona-fide gift of 84,211 shares of Common Stock to PFL.

Item 4.  Purpose of Transaction.
 As of the date hereof, the Reporting Persons do not have a plan or proposal that relates to or would result in any of the transactions enumerated in sub items (a) through (j) of the instructions to Item 4 of this Schedule 13D. Notwithstanding the foregoing, the Reporting Persons reserve the right to effect any such actions as any of them may deem necessary or appropriate in the future.



CUSIP No. 78435P105
13D
Page 5 of 6 Pages
Item 5.  Interest in Securities of the Issuer.
(a), (b)    The Reporting Persons, collectively, currently beneficially own 311,798 shares of Common Stock, which represents 5.5% of the outstanding shares of Common Stock of the Issuer. Such percentage and the percentages below are calculated based on 5,695,227 shares of Common Stock outstanding as of November 13, 2023 (as reported in the Issuer’s Form 10-Q filed with the SEC on November 14, 2023). The following summarizes the Reporting Persons’ acquisition and disposition of shares of Common Stock, all of which have been previously reported on Form 3, 4 and 5 filings made with the SEC under Section 16 of the Securities Exchange Act of 1934, together with other filings of the Issuer made on Forms 10-Q, Forms 10-K, and proxy statements.
On June 11, 2021, Mr. Paradis reported on Form 3 beneficial ownership of 263,516 shares of Common Stock, which included 13,158 shares of restricted stock that have fully vested, and 358 restricted stock units that have been exchanged for an equal number of shares of Common Stock. On June 11, 2021, the Reporting Person also reported on Form 3 the issuance of an option to purchase 13,158 shares of Common Stock, all of which have fully vested.
On July 30, 2021, Mr. Paradis transferred 84,211 shares of Common Stock to PFL for estate planning purposes.
On January 1, 2023, the Issuer granted to Mr. Paradis an award of 9,343 restricted stock units, which fully vested on July 1, 2023, and the Issuer granted to the Reporting Person an award of 31,579 restricted stock units, which vested 25% on January 1, 2024 and the remainder in 12 equal quarterly installments thereafter.
In connection with the vesting of previously awarded restricted stock units, Mr. Paradis forfeited 109 shares of Common Stock on December 15, 2021, 2,855 shares of Common Stock on July 1, 2023, and 2,834 shares of Common Stock on January 1, 2024 to satisfy withholding tax obligations.
(c)     There have been no transactions in the class of securities reported on that were effected within the past 60 days aside from the conversion of 5,061 restricted stock units previously issued to Mr. Paradis into an equal number of shares of Common Stock.

Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Except with respect to Mr. Paradis’s receipt of options to purchase shares of Common Stock and restricted stock units under the Issuer’s 2016, 2019 and 2021 Incentive Plans, as amended, including the Option Agreements attached as Exhibits 10.1-10.2, which are hereby incorporated by reference, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any person with respect to any securities of the Issuer, including any class of the Issuer’s securities used as a reference security, in connection with any of the following: call options, put options, security-based swaps or any other derivative securities, transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, naming the persons with whom such contracts, arrangements, understandings, or relationships have been entered into.

Item 7.  Material to Be Filed as Exhibits.


CUSIP No. 78435P105
13D
Page 6 of 6 Pages

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.

/s/ Paul Paradis
Paul Paradis
January 5, 2024

PARADIS FAMILY LLC
/s/ Paul Paradis
Paul Paradis
Member
January 5, 2024


Exhibit 10.3
JOINT FILING AGREEMENT

January 5, 2024

The undersigned agree that this Schedule 13D, dated the date hereof, and all future amendments thereto relating to the Common Stock, par value $0.00001 per share, of Sezzle Inc. shall be filed on behalf of the undersigned.

/s/ Paul Paradis
Paul Paradis
January 5, 2024

PARADIS FAMILY LLC
/s/ Paul Paradis
Paul Paradis
Member
January 5, 2024