NMGX.OTC.PinkNano Magic INC

SCHEDULE 13D/A: Berman Family and Affiliated Entities Solidify Majority Stake in Nano Magic Inc. with 58.6% Beneficial Ownership

Sentiment:

Beneficial Ownership Update


Ronald and Tom Berman, along with their affiliated LLCs, have reported a combined beneficial ownership of 58.6% of Nano Magic Inc.'s common stock, reinforcing their significant control over the company.

Summary

  • Ronald J. Berman, Tom J. Berman, and their affiliated entities (PEN Comeback, LLC, PEN Comeback 2, LLC, Magic Growth LLC, Magic Growth 2 LLC, and Magic Growth 3 LLC) collectively beneficially own 15,084,749 shares of Nano Magic Inc. common stock, representing 58.6% of the class.
  • Ronald J. Berman individually beneficially owns 12,874,686 shares (50.0%), including the right to acquire 7,273,750 shares (28.2%) within 60 days.
  • Tom J. Berman individually beneficially owns 14,155,862 shares (55.0%), including the right to acquire 8,985,478 shares (34.9%) within 60 days.
  • PEN Comeback, LLC beneficially owns 3,349,467 shares (13.0%), with the right to acquire an additional 2,074,101 shares (8.1%).
  • PEN Comeback 2, LLC beneficially owns 2,842,670 shares (11.0%), with the right to acquire an additional 1,977,889 shares (7.7%).
  • Magic Growth, LLC beneficially owns 1,961,496 shares (7.6%), with the right to acquire an additional 980,725 shares (3.8%).
  • Magic Growth 2 LLC beneficially owns 2,308,912 shares (9.0%), with the right to acquire an additional 1,154,450 shares (4.5%).
  • Magic Growth 3 LLC beneficially owns 1,483,254 shares (5.8%), with the right to acquire an additional 741,585 shares (2.9%).
  • Ronald J. Berman holds sole voting and dispositive power over 928,887 shares and shared voting and dispositive power over 11,945,799 shares.
  • Tom J. Berman holds sole voting and dispositive power over 2,210,063 shares and shared voting and dispositive power over 11,945,799 shares.
  • Each LLC (PEN Comeback, PEN Comeback 2, Magic Growth, Magic Growth 2, Magic Growth 3) holds sole voting and dispositive power over their respective shares and no shared voting or dispositive power.

Sentiment

Score: 5

Explanation: The document is a factual regulatory filing (Schedule 13D) disclosing beneficial ownership. It does not contain forward-looking statements, financial performance, or operational updates that would typically influence a positive or negative sentiment score. The information is neutral and purely for disclosure purposes.

Positives

  • The significant aggregate beneficial ownership of 58.6% by the Berman family and affiliated entities indicates strong insider commitment and a concentrated control structure, which can lead to more decisive strategic direction.
  • Ronald J. Berman and Tom J. Berman were awarded options to purchase 100,000 shares each as compensation for their service as directors, aligning their interests with shareholder value.
  • Tom J. Berman vested in options to purchase an additional 250,000 shares as part of his employment contract, further increasing his vested interest in the company's performance.

Future Outlook

NA

Management Comments

  • Ronald J. Berman and Tom J. Berman were awarded options to purchase 100,000 shares each as compensation for their service as directors of the issuer.
  • Tom J. Berman vested in options to purchase 250,000 shares granted to him as part of his employment contract.

Industry Context

This filing is a standard disclosure of beneficial ownership, providing transparency on significant shareholder stakes. It does not contain information directly related to broader industry trends or competitive positioning, but a high insider ownership percentage is a common characteristic in many smaller or growth-oriented companies.

Stakeholder Impact

  • Shareholders: The high concentration of ownership (58.6%) by the Berman family and affiliated entities indicates strong control, which could influence future strategic decisions, corporate governance, and potential M&A activities. This level of control may limit the influence of minority shareholders.
  • Management: The award and vesting of stock options to Ronald and Tom Berman align their personal financial interests with the company's performance, potentially motivating them to enhance shareholder value.

Key Dates

DateDescription
12/10/2024Date of event which required the filing of this statement (Amendment No. 16 to Schedule 13D).
02/12/2025Signature date for Ronald J. Berman, Tom J. Berman, PEN Comeback, LLC, PEN Comeback 2, LLC, Magic Growth LLC, Magic Growth 2 LLC, and Magic Growth 3 LLC.

Keywords

Nano Magic Inc., Beneficial Ownership, Schedule 13D, Common Stock, Insider Ownership, Corporate Control, Shareholder Disclosure, SEC Filing, Ronald Berman, Tom Berman

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