SCHEDULE 13G/A: HCI Grove Entities and Principals Disclose Amended Passive Stake in Grove Collaborative Holdings, Inc.
Beneficial Ownership Amendment
HCI Grove, LLC, HCI Grove Management, LLC, Jason H. Karp, and Ross Berman have filed an amended Schedule 13G, collectively disclosing a passive beneficial ownership of approximately 6.2% of Grove Collaborative Holdings, Inc.'s Class A Common Stock.
Summary
- HCI Grove, LLC, HCI Grove Management, LLC, Jason H. Karp, and Ross Berman (collectively, the "Reporting Persons") have filed an Amendment No. 1 to their Schedule 13G.
- The filing indicates that the Reporting Persons may be deemed to constitute a group for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.
- As of December 31, 2024, the Reporting Persons collectively beneficially own 2,205,160 shares of Grove Collaborative Holdings, Inc.'s Class A Common Stock, representing approximately 6.2% of the class.
- Jason H. Karp beneficially owns 1,649,160 shares (4.6%), which includes 538,050 shares held directly and 1,111,110 shares held by HCI Grove, LLC, where Mr. Karp is the sole Manager.
- Ross Berman beneficially owns 556,000 shares (1.6%), which includes 194,000 shares held directly and 362,000 shares issuable upon exercise of a warrant held by HCI Grove Management, LLC, where Mr. Berman is the sole Manager. The warrant shares are on an adjusted basis, giving effect to a Reverse Stock Split.
- The Reporting Persons certify that the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of Grove Collaborative Holdings, Inc.
Sentiment
Score: 5
Explanation: The document is a factual, regulatory disclosure of beneficial ownership and does not convey positive or negative sentiment regarding the company's performance or outlook. It is neutral in tone and content.
Positives
- The continued beneficial ownership by these entities and individuals may signal ongoing confidence in Grove Collaborative Holdings, Inc. from significant investors.
- The disclosure provides transparency regarding the ownership structure, which is generally positive for market integrity.
Risks
- The beneficial ownership is passive, meaning the Reporting Persons do not intend to influence or change control of the issuer, which limits their potential for active engagement in corporate governance or strategic direction.
Future Outlook
The document does not contain any forward-looking statements or guidance from Grove Collaborative Holdings, Inc. or the Reporting Persons regarding the company's future performance or strategic direction, beyond the passive nature of the investment.
Industry Context
This filing is a routine disclosure of beneficial ownership by passive investors and does not provide specific insights into broader industry trends or competitive landscape for Grove Collaborative Holdings, Inc.
Related Party Transactions
- The Reporting Persons (HCI Grove, LLC, HCI Grove Management, LLC, Jason H. Karp, and Ross Berman) are deemed to constitute a group for beneficial ownership purposes due to their relationships, indicating a coordinated or affiliated holding.
Stakeholder Impact
- Shareholders: Provides transparency regarding significant passive ownership stakes, which can inform investment decisions.
- Regulatory Bodies: Fulfills SEC disclosure requirements for beneficial ownership, ensuring market transparency.
Key Dates
| Date | Description |
|---|---|
| 12/31/2024 | Date of event which required the filing of this statement |
| 02/10/2025 | Date of filing of the Schedule 13G/A amendment |
Keywords
Grove Collaborative Holdings Inc., Schedule 13G/A, Beneficial Ownership, Class A Common Stock, HCI Grove LLC, HCI Grove Management LLC, Jason H. Karp, Ross Berman, SEC Filing, Passive Investment
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