Sec Form 13G Filing - Lenders Funding LLC filing for GREAT ELM CAP CORP NT (GECCZ) - 2022-02-04

Great Elm Capital Corp. 

(Name of Issuer)

☐

Rule 13d-1(b)

☒

Rule 13d-1(c)

☐

Rule 13d-1(d)

1.

Names of Reporting Persons

Lenders Funding, 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

 
New York

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

5.

Sole Voting Power

0

6.

Shared Voting Power

3,397,436

7.

Sole Dispositive Power

0

8.

Shared Dispositive Power

3,397,436

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

3,397,436

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

11.

Percent of Class Represented by Amount in Row (9)

12.63% 

12.

Type of Reporting Person (See Instructions)

OO

1.

Names of Reporting Persons

Robert Zadek

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

USA

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With:

5.

Sole Voting Power

0

6.

Shared Voting Power

3,397,436

7.

Sole Dispositive Power

0

8.

Shared Dispositive Power

3,397,436

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

3,397,436

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

11.

Percent of Class Represented by Amount in Row (9)

12.63%

12.

Type of Reporting Person (See Instructions)

IN

Item 1.

Security and Issuer.

(a)

Name of Issuer

Great Elm Capital Corp.

(b)

Address of Issuer’s Principal Executive Offices

800 South Street, Suite 230, Waltham, MA 02453

Item 2.

Identity and Background.

(a)

Name of Persons Filing

The names of the persons filing this statement on Schedule 13G (collectively, the “Reporting Persons”) are:

(i) Lenders Funding, LLC, with respect to the Common Stock owned by it; and

(ii) Robert Zadek as Chief Executive Officer of Lenders Funding, LLC. Mr. Zadek disclaims beneficial ownership of the common stock held by Lenders Funding, LLC except to the extent of his pecuniary interest therein. In addition, the filing of this Schedule 13G by Mr. Zadek should not be construed as an admission that he is, and he disclaims that he is, a beneficial owner, as defined in Rule 13d-3 under the Act, of any of the common stock covered by this Schedule 13G.

(b)

Address of Principal Business Office or, if none, Residence

The principal business address for each of the Reporting Persons is 523 A Avenue, Coronado CA 92118

(c)

Citizenship

 
For citizenship of Reporting Persons, see Item 4 of the cover sheet for each Reporting Person.

(d)

Title of Class of Securities

Common Stock, Par Value $0.01 per share

(e)

CUSIP No.

390320109

Item 3.

If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:

(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.C 80a-8);

(e)

☐ 

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

(f)

☐ 

An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g)

☐ 

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

☐ 

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

☐ 

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)

☐ 

A 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

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned: As of December 31, 2021, Lenders Funding, LLC beneficially owned 3,397,436 shares of Common Stock of Great Elm Capital Corp. Robert Zadek, as Chief Executive Officer of Lenders Funding, LLC, may be deemed to be the beneficial owner of the shares owned directly by Lenders Funding, LLC.

(b)

Percent of class: 12.63% (based on 26,905,668 shares of Common Stock outstanding as of November 1, 2021, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2021.)

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 3,397,436

(iii)

Sole power to dispose or to direct the disposition of: 0 

(iv)

Shared power to dispose or to direct the disposition of: 3,397,436 

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 Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

N/A

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

N/A

Item 8.

Identification and Classification of Members of the Group

See Exhibit A.

Item 9.

Notice of Dissolution of Group

N/A

Item 10.

Certification

Lenders Funding, LLC

Dated: February 4, 2022

By: 

/s/ Robert Zadek

Name:

Robert Zadek

Title:

Chief Executive Officer

Dated: February 4, 2022

By: 

/s/ Robert Zadek

Name:

Robert Zadek

 Lenders Funding, LLC

Dated: February 4, 2022

By: 

/s/ Robert Zadek

Name:

Robert Zadek

Title:

Chief Executive Officer

By: 

/s/ Robert Zadek

Name:

Robert Zadek