11/06/2025 | Press release | Distributed by Public on 11/06/2025 14:53
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Pilgrim Global ICAV 33 SIR JOHN ROGERSON'S QUAY DUBLIN, L2 D2 |
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Pilgrim Global Advisors LLC 4785 CAUGHLIN PARKWAY RENO, NV 89519 |
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| Pilgrim Global ICAV, By: /s/ Paul Fitzgerald, Executive Director | 11/06/2025 | |
| **Signature of Reporting Person | Date | |
| Pilgrim Global Advisors LLC, By: /s/ Procter J. Hug, IV, Manager | 11/06/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
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Remarks: On July 22, 2025, Pilgrim Global Advisors LLC (the "Adviser") and Pilgrim Global ICAV (the "Fund" and, together with the Adviser, the "Pilgrim Entities") filed a Form 4 that should not have been filed and which reported a transaction that did not, in fact, occur. The Form 4 reported a disposition of securities on July 18, 2025 that was actually an in-kind distribution of Common Shares (the "Shares") of Sable Offshore Corp. ("Sable") to a controlling shareholder of the Adviser on June 30, 2025. As further described in the amended Form 3 filed by the Pilgrim Entities on November 6, 2025, (i) the Adviser does not have beneficial ownership of any Shares pursuant to Rule 16a-1(a)(1)(v) and (ii) the Fund has delegated all investment and voting authority and furthermore does not have beneficial ownership of Shares pursuant to Rule 16a-1(a)(1)(x). The Adviser and the Fund did not acquire any Shares with the purpose or effect of changing or influencing control of Sable or engaging in any arrangement subject to Rule 13d-3(b). Any Shares held by the Pilgrim Entities are held for the benefit of third-party investors. Therefore, neither of the Pilgrim Entities are the beneficial owners of any Shares for purposes of Section 16, and neither of them are subject to the reporting requirements of Section 16(a) or the matching provisions of Section 16(b). As a result, the Pilgrim Entities were not obligated to file this Form 4, the Form 4 filings on March 27, 2024, May 16, 2024, August 29, 2024, September 23, 2024, October 29, 2024 and October 17, 2025 or the Form 3 filed on October 17, 2025 pursuant to Section 16(a) and the transactions reported on each Form 4 were not matchable pursuant to Rule 16(b). Such filings should be deemed revoked. |
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