Explanatory Note
This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D filed with the United States Securities and Exchange
Commission on March 29, 2021 (the “Schedule 13D”), relating to the shares of common stock, par value $0.0001 per share (the “Common Stock”), of Support.com, Inc., a Delaware corporation (the
“Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
|
Item 3.
|
Source and Amount of Funds or other Consideration
|
Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows:
At the effective time of the Merger (the “Effective Time”), each share of Common Stock that was issued and outstanding immediately
prior to the Effective Time was cancelled and extinguished and automatically converted into the right to receive 0.115 shares of Class A common stock, par value $0.0001 per share, of Greenidge, and each share of common stock of Merger Sub
converted into one share of Common Stock, in each case, in accordance with the terms of the Merger Agreement.
|
Item 4.
|
Purpose of Transaction
|
Item 4 of the Schedule 13D is hereby amended and supplemented by adding at the end thereof the following paragraphs:
On September 14, 2021, the Merger closed. At the Effective Time, each share of Common Stock that was issued and outstanding immediately
prior to the Effective Time was cancelled and extinguished and automatically converted into the right to receive 0.115 shares of Class A common stock, par value $0.0001 per share, of Greenidge, and each share of common stock of Merger Sub
converted into one share of Common Stock, in each case, in accordance with the terms of the Merger Agreement. As a result of the Merger, the Issuer ceased to be a publicly traded company and became a wholly owned subsidiary of
Greenidge.
Following the closing of the Merger, the Common Stock that previously traded under the ticker symbol “SPRT” ceased
trading on, and will be delisted from, Nasdaq.
Upon the Effective Time, the Support Agreement terminated in accordance with its terms.
|
Item 5.
|
Interest in Securities of the Issuer
|
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a) and (b)
Each of the
Reporting Persons beneficially owns 1,000 shares of Common Stock, constituting 100% of the issued and outstanding shares of Common Stock, and shares (with the other Reporting Persons) both voting and dispositive power with respect to all such
shares.
(c) At the Effective Time, each share of Common Stock that was issued and outstanding immediately prior to the Effective
Time was cancelled and extinguished and automatically converted into the right to receive 0.115 shares of Class A common stock, par value $0.0001 per share, of Greenidge, and each share of common stock of Merger Sub converted into one share of
Common Stock, in each case, in accordance with the terms of the Merger Agreement.
(d) To the best of the knowledge of the Reporting
Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any shares of Common Stock deemed beneficially owned by the Reporting Persons.
(e) Not applicable.