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. )*
Oportun Financial Corp.
(Name of Issuer)
Common Stock, $0.0001 Par Value Per Share
(Title of Class of Securities)
68376D104
(CUSIP Number)
December 31, 2021
(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 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. 68376D104 |
Schedule 13G | Page 2 of 5 Pages |
| 1 | NAME OF REPORTING PERSON:
Ashford Capital Management, Inc.
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| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐ (b) ☐ | ||
| 3 | SEC USE ONLY
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
1,693,764 shares
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| 6 | SHARED VOTING POWER
0 Shares
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| 7 | SOLE DISPOSITIVE POWER
1,693,764 shares
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| 8 | SHARED DISPOSITIVE POWER
0 Shares
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| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,693,764 shares
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| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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☐ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.97%
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12 |
TYPE OF REPORTING PERSON
IA
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CUSIP No. 68376D104 |
Schedule 13G | Page 3 of 5 Pages |
Item 1.
| (a) | Name of Issuer: |
Oportun Financial Corp.
| (b) | Address of Issuer’s Principal Executive Offices: |
2 Circle Star Way, San Carlos, CA 94070
Item 2.
| (a) | Name of Person Filing: |
Ashford Capital Management, Inc.
| (b) | Address of Principal Business Office or, if none, Residence: |
One Walker’s Mill Road, Wilmington, DE 19807
| (c) | Citizenship: A Delaware Corporation |
| (d) | Title of Class of Securities: Common Stock, $0.0001 Par Value Per Share |
| (e) | CUSIP Number: 68376D104 |
| Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) | o Broker or dealer registered under section 15 of the Act |
| (b) | o Bank as defined in section 3(a)(6) of the Act |
| (c) | o Insurance company as defined in section 3(a)(19) of the Act |
| (d) | o Investment company registered under section 8 of the Investment Company Act of 1940 |
| (e) | x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E) |
| (f) | o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F) |
| (g) | o A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G) |
| (h) | o A savings association as defined in section 3(b) of the Federal Deposit Insurance Act |
| (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 |
| (j) | o Group, in accordance with §240.13d-1(b)-1(ii)(J) |
CUSIP No. 68376D104 |
Schedule 13G | Page 4 of 5 Pages |
| 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: 1,693,764 shares |
| (b) | Percent of Class: 5.97% |
The foregoing percentage is calculated based on 28,387,950 shares of Common Stock reported to be outstanding as of October 29, 2021 in the Issuer’s September 30, 2021 Quarterly Report filed on Form 10-Q.
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote: 1,693,764 shares |
| (ii) | Shared power to vote or to direct the vote: 0 shares |
| (iii) | Sole power to dispose or to direct the disposition of: 1,693,764 shares |
| (iv) | Shared power to dispose or to direct the disposition of: 0 shares |
| 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 five percent of the class of securities, check the following ☐. N/A
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
The shares reported by the Reporting Person, a registered investment advisor, are held in separate individual client accounts, four separate limited partnerships, and one commingled fund.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company |
N/A
| Item 8. | Identification and Classification of Members of the Group |
N/A
| Item 9. | Notice of Dissolution of Group |
N/A
| Item 10. | Certification |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
CUSIP No. 68376D104 |
Schedule 13G | Page 5 of 5 Pages |
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 11, 2022
ASHFORD CAPITAL MANAGEMENT, INC.
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By:
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/s/ Anthony M. Petrucci | ||
| Anthony M. Petrucci | |||
| Chief Financial Officer and Chief Compliance Officer | |||