Statement of Ownership (sc 13g)
July 21 2022 - 4:40PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. )1
LEGACY
HOUSING CORPORATION
(Name
of Issuer)
Common
Stock, $0.001 par value
(Title
of Class of Securities)
52472M101
(CUSIP
Number)
December
31, 2018
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
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☐ |
Rule 13d-1(b) |
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☐ |
Rule 13d-1(c) |
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☒ |
Rule 13d-1(d) |
1
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in
a prior cover page.
The
information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the Notes).
1 |
NAMES
OF REPORTING PERSONS
Douglas
Shipley
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2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see
instructions)
(a) ☐
(b) ☒ |
3 |
SEC
USE ONLY
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4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
USA |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE
VOTING POWER
3,300,000(1)
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6 |
SHARED
VOTING POWER
0
|
7 |
SOLE
DISPOSITIVE POWER
3,300,000(1)
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8 |
SHARED
DISPOSITIVE POWER
0
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9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,300,000(1) |
10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)
☐ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13.8%(2) |
12 |
TYPE
OF REPORTING PERSON (see instructions)
IN |
(1) | Does
not include shares held by the brothers of the Reporting Person as to which the Reporting
Person disclaims beneficial ownership. |
(2) | Such
percentage is based on 24,000,000 shares of common stock outstanding as of December 31, 2018
as reported in Legacy Housing Corporation’s Annual Report on Form 10-K filed with the
U.S. Securities and Exchange Commission on April 9, 2019. |
Item
1(a). | Name
of issuer: |
Legacy
Housing Corporation, a Texas corporation (the “Company”).
Item
1(b). | Address
of issuer’s principal executive offices: |
1600
Airport Freeway
#100
Bedford, Texas 76022
Item
2(a). | Name
of person filing |
Item
2(b). | Address
of principal business office or, if none, residence |
Item
2(c). | Citizenship |
Douglas
Shipley
c/o
Legacy Housing Corporation
1600 Airport Freeway
#100
Bedford, Texas 76022
Citizenship:
USA
Item
2(d). | Title
of class of securities: |
Common
Stock, $0.001 par value per share (the “Common Stock”).
52472M101
Item
3. | If
this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check
whether the person filing is a: |
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☒ |
Not applicable. |
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(a) |
☐ |
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
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(b) |
☐ |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
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(c) |
☐ |
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
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(d) |
☐ |
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
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(e) |
☐ |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f) |
☐ |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g) |
☐ |
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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(h) |
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) |
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940
(15 U.S.C. 80a-3); |
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(j) |
☐ |
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
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(k) |
☐ |
Group, in accordance with §240.13d-1(b)(1)(ii)(K). |
If
filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: _____
| (a) | Amount
beneficially owned: |
As
of December 31, 2018, Douglas Shipley beneficially owned
3,300,000 shares of Common Stock. Such amount does not include shares held by the brothers of Mr. Shipley.
As
of December 31, 2018, Mr. Shipley owned 13.8% of the outstanding shares of Common Stock. This percentage is calculated based on 24,000,000
shares of Common Stock outstanding as of December 31, 2018 as reported in the Company’s Annual Report on Form 10-K filed with the
U.S. Securities and Exchange Commission on April 9, 2019.
| (c) | Number
of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote |
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See Cover Pages Items 5-9. |
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(ii) |
Shared power to vote or to direct the vote |
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See Cover Pages Items 5-9. |
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(iii) |
Sole power to dispose or to direct the disposition of |
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See Cover Pages Items 5-9. |
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(iv) |
Shared power to dispose or to direct the disposition of |
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See Cover Pages Items 5-9. |
Item
5. | Ownership
of Five Percent or Less of a Class. |
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following ☐
Item
6. | Ownership
of More than Five Percent on Behalf of Another Person. |
Not
Applicable.
Item
7. | Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person. |
Not
Applicable.
Item
8. | Identification
and Classification of Members of the Group. |
Not
Applicable.
Item
9. | Notice
of Dissolution of Group. |
Not
Applicable.
Not
Applicable.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete
and correct.
Dated: July 21, 2022 |
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/s/ Douglas Shipley |
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Douglas SHIPLEY |
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