Statement of Ownership (sc 13g)
11 Fevereiro 2022 - 7:38PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT
TO §240.13d-2
ARCHIMEDES
TECH SPAC PARTNERS CO
(Name of Issuer)
Common
Stock, par value $0.0001 per Share
(Title
of Class of Securities)
039562
103
(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:
*
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).
1
|
NAME
OF REPORTING PERSON
Archimedes Tech SPAC Sponsors LLC
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b) ☐
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
|
5
|
SOLE
VOTING POWER
3,599,500
|
6
|
SHARED
VOTING POWER
-0-
|
7
|
SOLE
DISPOSITIVE POWER
3,599,500
|
8
|
SHARED
DISPOSITIVE POWER
-0-
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,599,500
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
20.61%
|
12
|
TYPE
OF REPORTING PERSON*
OO
|
1
|
NAME
OF REPORTING PERSON
Stephen N. Cannon
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b) ☐
|
3
|
SEC
USE ONLY
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
|
5
|
SOLE
VOTING POWER
3,599,500
|
6
|
SHARED
VOTING POWER
-0-
|
7
|
SOLE
DISPOSITIVE POWER
3,599,500
|
8
|
SHARED
DISPOSITIVE POWER
-0-
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,599,500
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
20.61%
|
12
|
TYPE
OF REPORTING PERSON*
IN
|
Item
1.
|
(a)
|
Name
of Issuer:
|
Archimedes
Tech SPAC Partners Co, a corporation organized under the laws of the State of Delaware (the “Company”)
|
|
(b)
|
Address
of Issuer's Principal Executive Offices: 2093 Philadelphia Pike #1968 Claymont, DE 19703.
|
Item
2.
|
(a)
|
Name
of Person Filing:
|
Archimedes
Tech SPAC Sponsors LLC and Stephen N. Cannon. Stephen N. Cannon is the sole manager of Archimedes Tech SPAC Sponsors LLC.
|
|
(b)
|
Address
of Principal Business Office or if none, Residence:
|
The
address for this entity and individual is:
c/o
Archimedes Tech SPAC Partners Co.
2093
Philadelphia Pike #1968
Claymont,
DE 19703
|
(c)
|
Citizenship:
|
Archimedes
Tech SPAC Sponsors LLC – Delaware
Stephen
N. Cannon – United States
|
|
(d)
|
Title
of Class of Securities: Common Stock, par value $0.0001 per share
|
|
(e)
|
CUSIP
Number: 039562 103
|
|
(a)
|
Amount
Beneficially Owned: 3,599,500
|
Archimedes Tech SPAC Sponsors LLC beneficially own 3,599,500
shares of Common Stock and Mr. Cannon is the sole managing member of Archimedes Tech SPAC Sponsors LLC. Mr. Cannon disclaims beneficial
ownership of the reported shares other than to the extent of his ultimate pecuniary interest therein. These shares account for 20.61%
of the 17,461,000 shares of Common Stock outstanding as of January 10, 2022, as disclosed in the Company’s amended Form 10-Q filed
with the SEC on January 10, 2022. Such amount does not include warrants that become exercisable for shares of Common Stock at the closing
of the Company’s initial business combination.
|
(c)
|
Number
of shares as to which such person has:
|
|
(i)
|
sole
power to vote or to direct the vote:
|
Archimedes
Tech SPAC Sponsors LLC – 3,599,500 shares
Stephen
N. Cannon - 3,599,500 shares
|
(ii)
|
shared
power to vote or to direct the vote:
|
Archimedes
Tech SPAC Sponsors LLC – 0 shares
Stephen
N. Cannon - 0 shares
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
Archimedes
Tech SPAC Sponsors LLC – 3,599,500 shares
Stephen
N. Cannon - 3,599,500 shares
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
Archimedes
Tech SPAC Sponsors LLC – 0 shares
Stephen
N. Cannon - 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 [ ]. Not Applicable
|
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another Person: Not Applicable
|
|
Item
7.
|
Identification
and Classification of Subsidiary Which Acquired the Securities: 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.
|
Certifications:
Not Applicable
|
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.
February
11, 2022
|
ARCHIMEDES
TECH SPAC SPONSORS LLC
|
|
|
|
|
By:
|
/s/
Stephen N. Cannon
|
|
|
Name: Stephen
N. Cannon
|
|
|
Title:
Authorized Signatory
|
|
|
|
|
|
/s/
Stephen N. Cannon
|
|
|
Stephen
N. Cannon
|
5
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