KGPLA Holdings LLC and Michael Komaransky beneficially own 1,548,337 BNB Plus Corp. common shares, equal to 19.99% after conversion of Series B-1 Preferred Stock. The activist designation gives the holders shared voting and dispositive power, while an S-1 registration statement covers resale of related securities.

Key Highlights

  • KGPLA’s parent repaid the Charles Schwab Margin borrowing in full on July 30, leaving no issuer securities pledged as collateral.
  • The position includes 2,380,953 Series B-1 Preferred Stock units and Series F Warrants for 2,380,953 common shares.
  • BNB Plus Corp. filed an S-1 registration statement on August 5 covering resale of securities held by KGPLA.

BNB Plus Corp. has an activist beneficial ownership position of 19.99% held jointly by KGPLA Holdings LLC and Michael Komaransky.

Ownership Position Reaches 19.99%

That produces a denominator of 7,745,560 shares under the applicable beneficial ownership calculation. The reported amount reflects a 19.99% beneficial ownership limitation.

Financing Removed From Position

KGPLA’s parent repaid in full on July 30 the borrowing under a Charles Schwab (NYSE: SCHW) margin Loan arrangement. No BNB Plus Corp. securities are pledged as Collateral for indebtedness of the reporting persons. No part of the purchase price for the reported securities remains financed with borrowed funds. The reported outstanding share count used in the calculation was 6,197,223, compared with 7,197,228 shares used in the original ownership calculation. BNB Plus Corp. attributed the decrease to the retirement of common stock connected with private Placement transactions.

Registration Covers Resale Securities

The amendment was effective June 23 and dated June 29. The revised deadline was tied to the closing of all purchasers, with the final closing required to occur by July 17.