UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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Washington D.C. 20549
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SCHEDULE 13D/A
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(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)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 4)*
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Altisource Asset Management Corporation
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(Name of Issuer)
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Common Stock, par value $0.01 per share
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(Title of Class of Securities)
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02153X108
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(CUSIP Number)
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William C. Erbey
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P.O. Box 25437
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Christiansted, United States Virgin Islands 00824
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(340) 692-1055
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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December 7, 2017
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(Date of Event Which Requires Filing of this Statement)
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1.
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Names of Reporting Persons
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William C. Erbey (“Mr. Erbey”)
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
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(b) £
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3.
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SEC Use Only
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4.
|
Source of Funds (See Instructions)
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N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
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6.
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Citizenship or Place of Organization
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U.S.A.
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
|
Sole Voting Power
|
|
|
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||
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650,096 (1)
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8.
|
Shared Voting Power
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83,427 (2)
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9.
|
Sole Dispositive Power
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||
|
|
||
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650,096 (1)
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10.
|
Shared Dispositive Power
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83,427 (2)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
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733,523 (3)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
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13.
|
Percent of Class Represented by Amount in Row (11)
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46.0%*
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14.
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Type of Reporting Person (See Instructions)
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IN
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(1) |
Includes (a) 26,293 shares of common stock held by the Carisma Trust, a Nevada trust, the trustee of which is Venia, LLC, a Nevada limited liability company (“Venia”) and (b) 623,803 shares of common stock held by Salt Pond Holdings, LLC, a U.S. Virgin Islands limited liability company (“Salt Pond”) of which the Christiansted Trust, a U.S. Virgin Islands trust (the “C-Trust”), the Frederiksted Trust, a U.S. Virgin Islands trust (the “F-Trust”), and Erbey Holding Corporation, Inc., a Delaware corporation (“Erbey Holding”) are members. Erbey Holding is wholly owned by the Carisma Trust, the trustee of which is Venia (together with Mr. Erbey, E. Elaine Erbey (“Mrs. Erbey”), Erbey Holding, Salt Pond, the C-Trust, the F-Trust and the Carisma Trust, the “Reporting Persons”). The members of Venia are Mrs. Erbey, John Erbey (Mr. Erbey’s brother) and Andrew Burnett, although Mr. Erbey is given sole investment and voting control over any securities owned by Venia or the Carisma Trust. Mr. Erbey, John Erbey, Mrs. Erbey and Salt Pond are co-trustees of the C-Trust. Mr. Erbey, John Erbey, and Salt Pond are co-trustees of the F-Trust. Mr. Erbey, Erbey Holding, the C-Trust, the F-Trust, the Carisma Trust and Venia each may be deemed to beneficially own the 623,803 shares of common stock held by Salt Pond.
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(2) |
Shares of common stock held by his spouse, Mrs. Erbey.
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(3) |
Includes (a) 83,427 shares of common stock held by Mrs. Erbey; (b) 26,293 shares of common stock held by the Carisma Trust; and (c) 623,803 shares of common stock held by Salt Pond.
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1.
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Names of Reporting Persons
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E. Elaine Erbey
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2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
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(b) £
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
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6.
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Citizenship or Place of Organization
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U.S.A.
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7.
|
Sole Voting Power
|
|
|
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0
|
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8.
|
Shared Voting Power
|
||
|
|
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83,427 (4)
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9.
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Sole Dispositive Power
|
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0
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10.
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Shared Dispositive Power
|
||
|
|
||
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83,427 (4)
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11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
|
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||
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83,427 (4)
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12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
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13.
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Percent of Class Represented by Amount in Row (11)
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5.23%*
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14.
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Type of Reporting Person (See Instructions)
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IN
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1.
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Names of Reporting Persons
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Christiansted Trust
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
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(b) £
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3.
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SEC Use Only
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|
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4.
|
Source of Funds (See Instructions)
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N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
|
||
|
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6.
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Citizenship or Place of Organization
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U.S. Virgin Islands
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7.
|
Sole Voting Power
|
|
|
|
||
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0
|
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8.
|
Shared Voting Power
|
||
|
|
||
|
623,803 (5)
|
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9.
|
Sole Dispositive Power
|
||
|
|
||
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0
|
||
10.
|
Shared Dispositive Power
|
||
|
|
||
|
623,803 (5)
|
||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
|
|
||
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623,803 (5)
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||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
|
||
13.
|
Percent of Class Represented by Amount in Row (11)
|
||
|
|
||
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39.1%*
|
||
14.
|
Type of Reporting Person (See Instructions)
|
||
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OO
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1.
|
Names of Reporting Persons
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Frederiksted Trust
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2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
|
||
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(b) £
|
||
3.
|
SEC Use Only
|
||
|
|
||
4.
|
Source of Funds (See Instructions)
|
||
|
|
||
|
N/A
|
||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
|
||
|
|
||
6.
|
Citizenship or Place of Organization
|
||
|
|
||
|
U.S. Virgin Islands
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7.
|
Sole Voting Power
|
|
|
|
||
|
0
|
||
8.
|
Shared Voting Power
|
||
|
|
||
|
623,803 (6)
|
||
9.
|
Sole Dispositive Power
|
||
|
|
||
|
0
|
||
10.
|
Shared Dispositive Power
|
||
|
|
||
|
623,803 (6)
|
||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
|
|
||
|
623,803 (6)
|
||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
|
||
13.
|
Percent of Class Represented by Amount in Row (11)
|
||
|
|
||
|
39.1%*
|
||
14.
|
Type of Reporting Person (See Instructions)
|
||
|
|
||
|
OO
|
1.
|
Names of Reporting Persons
|
||
|
|
||
|
Salt Pond Holdings, LLC
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
|
|
||
|
(a) T
|
||
|
(b) £
|
||
3.
|
SEC Use Only
|
||
|
|
||
4.
|
Source of Funds (See Instructions)
|
||
|
|
||
|
N/A
|
||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
|
||
|
|
||
6.
|
Citizenship or Place of Organization
|
||
|
|
||
|
U.S. Virgin Islands
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7.
|
Sole Voting Power
|
|
|
|
||
|
0
|
||
8.
|
Shared Voting Power
|
||
|
|
||
|
623,803 (7)
|
||
9.
|
Sole Dispositive Power
|
||
|
|
||
|
0
|
||
10.
|
Shared Dispositive Power
|
||
|
|
||
|
623,803 (7)
|
||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
|
|
||
|
623,803 (7)
|
||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
|
||
13.
|
Percent of Class Represented by Amount in Row (11)
|
||
|
|
||
|
39.1%*
|
||
14.
|
Type of Reporting Person (See Instructions)
|
||
|
|
||
|
OO
|
1.
|
Names of Reporting Persons
|
||
|
|
||
|
Erbey Holding Corporation, Inc.
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
|
|
||
|
(a) T
|
||
|
(b) £
|
||
3.
|
SEC Use Only
|
||
|
|
||
|
|
||
4.
|
Source of Funds (See Instructions)
|
||
|
|
||
|
N/A
|
||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
|
||
|
|
||
6.
|
Citizenship or Place of Organization
|
||
|
|
||
|
Delaware
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7.
|
Sole Voting Power
|
|
|
|
||
|
0
|
||
8.
|
Shared Voting Power
|
||
|
|
||
|
623,803 (8)
|
||
9.
|
Sole Dispositive Power
|
||
|
|
||
|
0
|
||
10.
|
Shared Dispositive Power
|
||
|
|
||
|
623,803 (8)
|
||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
|
|
||
|
623,803 (8)
|
||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
|
||
13.
|
Percent of Class Represented by Amount in Row (11)
|
||
|
|
||
|
39.1%*
|
||
14.
|
Type of Reporting Person (See Instructions)
|
||
|
|
||
|
CO
|
(8)
|
Includes 623,803 shares held by Salt Pond Holdings, LLC.
|
1.
|
Names of Reporting Persons
|
||
|
|
||
|
Carisma Trust
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
|
|
||
|
(a) T
|
||
|
(b) £
|
||
3.
|
SEC Use Only
|
||
|
|
||
4.
|
Source of Funds (See Instructions)
|
||
|
|
||
|
N/A
|
||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
|
||
|
|
||
6.
|
Citizenship or Place of Organization
|
||
|
|
||
|
Nevada
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7.
|
Sole Voting Power
|
|
|
|
||
|
0
|
||
8.
|
Shared Voting Power
|
||
|
|
||
|
650,096 (9)
|
||
9.
|
Sole Dispositive Power
|
||
|
|
||
|
0
|
||
10.
|
Shared Dispositive Power
|
||
|
|
||
|
650,096 (9)
|
||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
|
|
||
|
650,096 (9)
|
||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
|
||
13.
|
Percent of Class Represented by Amount in Row (11)
|
||
|
|
||
|
40.8%*
|
||
14.
|
Type of Reporting Person (See Instructions)
|
||
|
|
||
|
OO
|
1.
|
Names of Reporting Persons
|
||
|
|
||
|
Venia, LLC
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
|
|
||
|
(a) T
|
||
|
(b) £
|
||
3.
|
SEC Use Only
|
||
|
|
||
4.
|
Source of Funds (See Instructions)
|
||
|
|
||
|
N/A
|
||
5.
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
|
||
|
|
||
6.
|
Citizenship or Place of Organization
|
||
|
|
||
|
Nevada
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
7.
|
Sole Voting Power
|
|
|
|
||
|
0
|
||
8.
|
Shared Voting Power
|
||
|
|
||
|
650,096 (10)
|
||
9.
|
Sole Dispositive Power
|
||
|
|
||
|
0
|
||
10.
|
Shared Dispositive Power
|
||
|
|
||
|
650,096 (10)
|
||
11.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
||
|
|
||
|
650,096 (10)
|
||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
|
||
|
|
||
13.
|
Percent of Class Represented by Amount in Row (11)
|
||
|
|
||
|
40.8%*
|
||
14.
|
Type of Reporting Person (See Instructions)
|
||
|
|
||
|
OO
|
* |
The ownership percentage for each Reporting Person is based upon 1,594,943 shares outstanding as of October 31, 2017, as reported in the Issuer’s Form 10-Q for the quarter ended September 30, 2017.
|
Exhibit
|
Description
|
|
99.1
|
Joint Filing Agreement, dated December 7, 2017, by and among William C. Erbey, E. Elaine Erbey, Christiansted Trust, Frederiksted Trust, Erbey Holding Corporation, Inc., Carisma Trust, Venia, LLC and Salt Pond Holdings, LLC.
|
Dated: December 7, 2017
|
||
/s/ William C. Erbey
|
||
William C. Erbey
|
||
/s/ E. Elaine Erbey
|
||
E. Elaine Erbey
|
||
Christiansted Trust
|
||
By:
|
/s/ William C. Erbey
|
|
Name: William C. Erbey
|
||
Co-Trustee
|
||
By:
|
/s/ E. Elaine Erbey
|
|
Name: E. Elaine Erbey
|
||
Co-Trustee
|
||
By:
|
/s/ John R. Erbey
|
|
Name: John R. Erbey
|
||
Co-Trustee
|
||
By:
|
/s/ William C. Erbey
|
|
Name: Salt Pond Holdings, LLC
Title: Co-Trustee
Signed By:
Name: William C. Erbey
|
||
Title: President
|
Frederiksted Trust
|
||||
By:
|
/s/ William C. Erbey
|
|||
Name: William C. Erbey
|
||||
Co-Trustee
|
||||
By:
|
/s/ John R. Erbey
|
|||
Name: John R. Erbey
|
||||
Co-Trustee
|
||||
By:
|
/s/ William C. Erbey
|
|||
Name: Salt Pond Holdings, LLC
Title: Co-Trustee
Signed By:
Name: William C. Erbey
|
||||
Title: President
|
||||
Erbey Holding Corporation, Inc.
|
||||
By:
|
Carisma Trust, its Sole Shareholder
|
|||
By:
|
Venia, LLC, Carisma Trust’s Sole Trustee
|
|||
By:
|
/s/ E. Elaine Erbey
|
|||
Name: E. Elaine Erbey
|
||||
Title: Member
|
||||
Carisma Trust
|
||||
By:
|
Venia, LLC, its Sole Trustee
|
|||
By:
|
/s/ E. Elaine Erbey
|
|||
Name: E. Elaine Erbey
|
||||
Title: Member
|
||||
Venia, LLC
|
||||
By:
|
/s/ E. Elaine Erbey
|
|||
Name: E. Elaine Erbey
|
||||
Title: Member
|
||||
Salt Pond Holdings, LLC
|
||||
By:
|
/s/ William C. Erbey
|
|||
Name: William C. Erbey
|
||||
Title: President
|