SCHEDULE 13G/A: Divisar Capital Management and Steven Baughman Disclose 2.2% Stake in Stitch Fix
Beneficial Ownership Disclosure
Divisar Capital Management LLC, along with its CEO Steven Baughman, has disclosed a beneficial ownership of 2.2% in Stitch Fix, Inc.'s Class A Common Stock as of December 31, 2024.
Summary
- Divisar Capital Management LLC, an investment adviser, reported beneficial ownership of 2,290,220 shares of Stitch Fix, Inc. Class A Common Stock, representing 2.2% of the class.
- Steven Baughman, CEO of Divisar Capital Management LLC, also reported beneficial ownership of 2,290,220 shares, representing 2.2% of the class, due to his power to exercise investment and voting discretion over the shares held by the Funds.
- Divisar Partners QP, L.P. reported beneficial ownership of 2,140,168 shares, representing 2.0% of the class, but expressly disclaims beneficial ownership over these securities.
- The ownership percentages are based on 104,524,754 shares of Class A Common Stock outstanding as of December 6, 2024, as reported in Stitch Fix's Form 10-Q filed on December 11, 2024.
- The filing certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of Stitch Fix.
Sentiment
Score: 6
Explanation: The filing indicates a passive investment by a professional investment firm, which is generally a neutral to slightly positive signal as it implies confidence in the company's long-term prospects, without suggesting any immediate negative catalysts or activist pressure.
Positives
- A notable investment firm, Divisar Capital Management LLC, and its CEO, Steven Baughman, have taken a significant stake in Stitch Fix, indicating a vote of confidence in the company.
- The investment is stated to be in the ordinary course of business, suggesting a long-term, passive investment rather than an activist position.
Negatives
- The disclosed stake of 2.2% is below the 5% threshold that would typically trigger more significant market attention or suggest a potential activist role.
- One of the reporting entities, Divisar Partners QP, L.P., expressly disclaims beneficial ownership, which is a standard legal disclaimer but highlights the indirect nature of some of the reported ownership.
Risks
- The document itself does not detail specific risks related to Stitch Fix's business operations or financial health.
- The primary risk implied by this type of filing is the general market risk associated with holding shares in a publicly traded company.
Management Comments
- "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11." (Certification by Steven Baughman on behalf of all reporting persons)
- "Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, Divisar Partners QP, L.P. expressly disclaims beneficial ownership over any of the securities reported in this statement, and the filing of this statement shall not be construed as an admission that Divisar Partners QP, L.P. is the beneficial owner of any of the securities reported herein." (Disclaimer from Divisar Partners QP, L.P.)
Stakeholder Impact
- Shareholders: The disclosure of a new, albeit passive, institutional investor may be viewed positively, potentially increasing confidence in the stock.
Key Dates
| Date | Description |
|---|---|
| 2024-12-06 | Date as of which the number of Class A Common Stock shares outstanding (104,524,754) was reported in Stitch Fix's Form 10-Q. |
| 2024-12-11 | Date Stitch Fix filed its Form 10-Q with the SEC, reporting shares outstanding. |
| 2024-12-31 | Date of event which requires filing of this statement. |
| 2025-02-14 | Date the Schedule 13G Amendment No. 2 was signed and filed. |
Keywords
Stitch Fix, Divisar Capital Management, Steven Baughman, SEC filing, Schedule 13G, beneficial ownership, Class A Common Stock, investment adviser, passive investment, equity stake
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