SCHEDULE 13D: Alco Investment Company Boosts Stake in Banzai International to 17.8% Through Warrant Exercise

Alco Investment Company has significantly increased its beneficial ownership in Banzai International, Inc. to 17.8% of Class A Common Stock following the cashless exercise of pre-funded warrants.

Summary

• Alco Investment Company now beneficially owns 2,710,506 shares of Banzai International, Inc. Class A Common Stock.
• This represents approximately 17.8% of the outstanding Class A Common Stock.
• The ownership includes 1,379,166 shares held directly by Alco Investment Company and 1,331,340 shares acquirable within 60 days through the exercise of Common Warrants.
• The percentage ownership is calculated based on 12,846,807 shares outstanding as of April 10, 2025, plus the 1,331,340 shares Alco has the right to acquire.
• The shares were acquired using Alco's working capital.
• On April 21, 2025, Alco completed a cashless exercise of 1,048,920 Pre-Funded Warrants at an exercise price of $0.0001 per share.
• For the cashless exercise, Alco forfeited 100 shares, valued at $1.045 per share based on the April 17, 2025 daily weighted average volume price.
• Alco's stated purpose for the transaction is investment in the ordinary course of its business.

Sentiment

Score: 7

Explanation: The filing indicates a significant investor's increased stake and continued commitment, which is generally a positive signal for the company. The cashless exercise of warrants converts potential dilution into direct ownership, solidifying the investor's position.

Positives

• A significant institutional investor, Alco Investment Company, has increased its stake, indicating continued confidence in Banzai International, Inc.
• The cashless exercise of warrants demonstrates a strategic move to convert existing instruments into direct equity ownership, solidifying Alco's position.

Future Outlook

Alco Investment Company intends to continuously assess its investment in Banzai International, Inc. and may, depending on its evaluation of the Issuer's business, financial condition, and prospects, acquire additional securities, dispose of holdings, or take other actions. Mason Ward, as a director, may engage in communications with management and other shareholders and may influence corporate activities.

Management Comments

• "Alco acquired the securities of the Issuer reported herein for investment purposes in the ordinary course of its business of investing in securities for its own accounts."
• "Alco expects to continuously assess its investment in the Issuer and, depending on its evaluation of the Issuer's business, financial condition, results of operations and prospects, general economic conditions, other developments and additional investment opportunities, and subject to applicable legal and contractual requirements, Alco may: (i) acquire beneficial ownership of additional securities of the Issuer in the open market, in privately negotiated transactions or otherwise; (ii) dispose of all or part of its holdings of securities of the Issuer; or (iii) take other actions which could involve one or more of the types of transactions or have one or more of the results described in Item 4 of Schedule 13D."
• "In Mr. Ward's capacity as a director of the Issuer, Mr. Ward may engage in communications with the board of directors, members of management, other shareholders, financial and legal advisers and other parties regarding the Issuer, including but not limited to its operations, governance and control."
• "In addition, in his capacity as a member of the board of directors of the Issuer, Mr. Ward may have influence over the corporate activities of the Issuer, including activities which may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D."

Industry Context

This filing reflects a significant investor's increased stake in a publicly traded company, a common occurrence in the investment landscape. It indicates a long-term investment strategy by Alco Investment Company, which specializes in real estate, venture capital, and private equity, suggesting a strategic interest in Banzai International, Inc.'s sector or growth potential.

Comparison to Industry Standards

• NA. This document is a Schedule 13D filing, which reports beneficial ownership of a significant stake in a company. It does not contain financial performance data or operational metrics that would allow for a direct comparison to industry standards or specific comparable companies/projects. The focus is on the investor's position and intent.

Corporate Governance

Stakeholder Impact

• Shareholders: The increased stake by a significant investor like Alco Investment Company could be viewed positively, signaling confidence. The conversion of warrants into common stock also clarifies the ownership structure.
• Management: Mason Ward's role on the board, representing Alco, suggests continued oversight and potential influence on strategic decisions.

Next Steps

• Alco Investment Company will continuously assess its investment in Banzai International, Inc.
• Alco may acquire additional securities, dispose of holdings, or take other actions based on its evaluation of the Issuer's business and market conditions.
• Mason Ward, as a director, may continue to engage with the board and management regarding the Issuer's operations, governance, and control.

Key Dates

Recommendation

Keywords

Banzai International Inc., Alco Investment Company, Schedule 13D, Class A Common Stock, Beneficial Ownership, Warrant Exercise, Pre-Funded Warrants, SEC Filing, Investment Company, Shareholder Stake