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Red Violet, Inc. — Major Shareholding Notification 2023
Feb 7, 2023
32492_mrq_2023-02-07_799057f3-58c6-455e-bcb9-56e5c69bf58e.zip
Major Shareholding Notification
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SC 13G/A 1 tm235776d1_sc13ga.htm SC 13G/A
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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. 1)*
Red Violet, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
75704L104
(CUSIP Number)
January 1, 2023
(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)
x 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 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 ).
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CUSIP No. 75704L104 Page 2
| 1 | NAMES
OF REPORTING PERSONS | |
| --- | --- | --- |
| | Greater
Miami Jewish Federation, Inc. | |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP | |
| | (a) ¨ | |
| | (b) ¨ | |
| 3 | SEC
USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION | |
| | Florida | |
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE
VOTING POWER |
| | | 1,337,215 |
| | 6 | SHARED
VOTING POWER |
| | | 0 |
| | 7 | SOLE
DISPOSITIVE POWER |
| | | 1,337,215 |
| | 8 | SHARED
DISPOSITIVE POWER |
| | | 0 |
| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| | 1,337,215 | |
| 10 | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |
| | ¨ | |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| | 9.6%
(1) | |
| 12 | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) | |
| | OO | |
(1) The ownership percentage is calculated based on an aggregate of 13,893,803 shares of Common Stock outstanding as of November 3, 2022, as reported by the Issuer on its Quarterly Report on Form 10-Q as filed by the Issuer with the Securities and Exchange Commission on November 7, 2022.
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CUSIP No. 75704L104 Page 3
Explanatory Note
This amended Schedule 13G relates to the Common Stock of Red Violet, Inc., a Delaware corporation (the “Issuer”). The Reporting Persons (as defined below) previously filed a Schedule 13G with the Securities and Exchange Commission (the “Commission”) on October 12, 2021.
As of the date hereof, the Reporting Persons do not hold the securities with the purpose or effect of changing or influencing control of the Issuer.
Item 1(a). Name of Issuer
Red Violet, Inc., a Delaware corporation
Item 1(b). Address of the Issuer’s Principal Executive Offices
The address of the principal executive office of the Issuer is 2650 North Military Trail, Suite 300, Boca Raton, Florida 33431
Item 2(a). Names of Persons Filing
This Schedule 13G is filed by and on behalf of the following:
(i) Greater Miami Jewish Federation, Inc. (“Greater Miami Jewish Federation” or the “Reporting Persons”)
Item 2(b). Address of the Principal Business Office, or if none, Residence:
The principal business office for the Reporting Person is:
c/o Greater Miami Jewish Federation, Inc.
4200 Biscayne Blvd.
Miami, FL 33137
Item 2(c). Citizenship
See response to Item 4 on cover page.
Item 2(d). Title of Class of Securities
Common shares of the Issuer
Item 2(e). CUSIP Number
75704L104
ITEM 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):
Not Applicable.
ITEM 4. Ownership
The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
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CUSIP No. 75704L104 Page 4
The ownership percentage is calculated pursuant to Rule 13d-3 of the Act and is based on an aggregate of 13,893,803 Common Stock outstanding as of November 3, 2022, as reported by the Issuer on its Quarterly Report on Form 10-Q as filed by the Issuer with the Commission on November 7, 2022.
As of the date of this filing, Greater Miami Jewish Federation may have been deemed to be the beneficial owner of, and have sole voting and dispositive power over, 1,337,215 shares of Common Stock, which represent 9.6% of the total number of Common Stock outstanding.
Greater Miami Jewish Federation may be deemed to be the beneficial owner of, and have sole voting and dispositive power over, the Common Stock beneficially owned by Greater Miami Jewish Federation, but disclaims beneficial ownership of such Common Stock.
The filing of this Schedule 13G shall not be construed as an admission that any of the above-listed entities or individuals is the beneficial owner of any securities covered by this statement.
ITEM 5. Ownership of Five Percent or Less of a Class
Not Applicable.
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable.
ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not Applicable.
ITEM 8. Identification and Classification of Members of the Group
Not Applicable.
ITEM 9. Notice of Dissolution of Group
Not Applicable.
ITEM 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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, other than activities solely in connection with a nomination under § 240.14a-11.
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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.
| Dated: February 7, 2023 | |
|---|---|
| GREATER MIAMI JEWISH FEDERATION, INC. | |
| By: | /s/ Oksana Cardini |
| Name: | Oksana Cardini |
| Title: | Chief Financial Officer |
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