Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
February 08 2024 - 4:11PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
Under the
Securities Exchange Act of 1934
(Amendment
No. 1)*
Hydrofarm
Holdings Group, Inc.
(Name
of Issuer)
Common
Stock
(Title
of Class of Securities)
44888K209
(CUSIP
Number)
Dumont
Global LP
110 E 25th
Street #333
New York, NY
10010
212-705-8180
(Name,
Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December
31, 2023
(Date
of Event which Requires Filing of this Statement)
Check the appropriate
box to designate the rule pursuant to which this Schedule is filed:
*
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 disclosures provided in
a prior cover page.
The information
required on 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).
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CUSIP No. 44888K209 |
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13G/A |
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Page 2 of 9 Pages |
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1. |
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Dumont Global LP
61-1990662 |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) o |
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3. |
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SEC USE
ONLY
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4. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
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5. |
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SOLE
VOTING POWER
0 |
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6. |
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SHARED
VOTING POWER
2,930,000 |
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7. |
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SOLE
DISPOSITIVE POWER
0 |
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8. |
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SHARED
DISPOSITIVE POWER
2,930,000
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9. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,930,000 |
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10. |
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o |
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11. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.40% |
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12. |
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TYPE OF
REPORTING PERSON (see instructions)
IA |
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CUSIP No. 44888K209 |
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13G/A |
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Page 3 of 9 Pages |
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1. |
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Dumont Fund Partners LLC
86-2146244 |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) o |
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3. |
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SEC USE
ONLY
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4. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
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5. |
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SOLE
VOTING POWER
0 |
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6. |
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SHARED
VOTING POWER
2,930,000 |
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7. |
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SOLE
DISPOSITIVE POWER
0 |
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8. |
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SHARED
DISPOSITIVE POWER
2,930,000
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9. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,930,000 |
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10. |
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o |
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11. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.40% |
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12. |
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TYPE OF
REPORTING PERSON (see instructions)
OO |
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CUSIP No. 44888K209 |
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13G/A |
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Page 4 of 9 Pages |
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1. |
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Dumont Master Fund LP
98-1582954 |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) o |
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3. |
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SEC USE
ONLY
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4. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
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5. |
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SOLE
VOTING POWER
0 |
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6. |
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SHARED
VOTING POWER
2,930,000 |
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7. |
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SOLE
DISPOSITIVE POWER
0 |
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8. |
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SHARED
DISPOSITIVE POWER
2,930,000
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9. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,930,000 |
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10. |
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o |
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11. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.40% |
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12. |
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TYPE OF
REPORTING PERSON (see instructions)
OO |
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CUSIP No. 44888K209 |
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13G/A |
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Page 5 of 9 Pages |
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1. |
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Chris Yetter
Not applicable |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) o |
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3. |
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SEC USE
ONLY
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4. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United States |
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
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5. |
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SOLE
VOTING POWER
0 |
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6. |
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SHARED
VOTING POWER
2,930,000 |
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7. |
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SOLE
DISPOSITIVE POWER
0 |
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8. |
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SHARED
DISPOSITIVE POWER
2,930,000
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9. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,930,000 |
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10. |
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) o |
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11. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.40% |
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12. |
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TYPE OF
REPORTING PERSON (see instructions)
IN |
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CUSIP No. 44888K209 |
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13G/A |
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Page 6 of 9 Pages |
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Item 1.
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(a) |
Name of Issuer
Hydrofarm Holdings Group, Inc. |
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(b) |
Address of Issuer’s
Principal Executive Office
1510 Main Street
Shoemakersville, PA 19555
707-765-9990 |
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Item 2.
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(a) |
Name of Person Filing
The names of the persons filing this Schedule 13G are: Dumont Global LP, a Delaware limited partnership (“DG”);
Dumont Fund Partners LLC, a Delaware limited liability company (“DFP”); Dumont Master Fund LP, a Cayman Islands
exempted limited partnership (the “Fund”); and Chris Yetter, a U.S. citizen. Chris Yetter is (i) the manager
of Dumont Global Partners LLC, which is the general partner of DG, and (ii) the general partner of DFP. DFP is the general
partner of the Fund and DG is the investment manager of the Fund. The Fund, DG, DFP and Chris Yetter are collectively
referred to herein as the “Reporting Persons”.
DG, in its capacity as investment
manager of the Fund, has shared power with Chris Yetter to vote and dispose of the shares held by the Fund. Each of DG,
DFP, and Chris Yetter disclaim any economic interest in, or beneficial ownership of the shares covered by this Schedule. |
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(b) |
Address of the Principal
Office or, if none, residence
110 E 25th Street #333
New York, NY 10010 |
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(c) |
Citizenship
DG and DFP are organized under the laws of the state of Delaware. The Fund is organized as an exempted limited partnership
under the laws of the Cayman Islands. Chris Yetter is a United States citizen. |
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(d) |
Title of Class of Securities
Common Stock |
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(e) |
CUSIP Number
44888K209 |
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CUSIP No. 44888K209 |
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13G/A |
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Page 7 of 9 Pages |
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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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(a) |
o |
Broker or dealer registered
under section 15 of the Act (15 U.S.C. 78o). |
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(b) |
o |
Bank as defined in section 3(a)(6) of the
Act (15 U.S.C. 78c). |
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(c) |
o |
Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c). |
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(d) |
o |
Investment company registered under section
8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
o |
An investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E); |
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(f) |
o |
An employee benefit plan or endowment fund
in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g) |
o |
A parent holding company or control person
in accordance with §240.13d-1(b)(1)(ii)(G); |
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(h) |
o |
A savings associations 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) |
o |
Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
Item 4. Ownership.
Provide the
following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item
1.
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(a) |
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Amount beneficially owned: 2,930,000
shares |
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(b) |
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Percent of class: 6.40% |
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(c) |
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Number of shares as to which
the person has: |
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(i) |
Sole power to vote or to direct the vote
2,930,000 |
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(ii) |
Shared power to vote or to direct the vote
0 |
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(iii) |
Sole power to dispose or to direct the
disposition of 2,930,000 |
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(iv) |
Shared power to dispose or to direct the
disposition of 0 |
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Instruction.
For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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 o.
Instruction.
Dissolution of a group requires a response to this item.
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CUSIP No. 44888K209 |
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13G/A |
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Page 8 of 9 Pages |
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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.
Not applicable.
Item 8. Identification
and Classification of Members of the Group.
Not
applicable.
Item 9. Notice
of Dissolution of Group.
Not
applicable.
Item 10. Certification.
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(a) |
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The following certification
shall be included if the statement is filed pursuant to §240.13d-1(b): |
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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. |
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(b) |
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The following certification
shall be included if the statement is filed pursuant to §240.13d-1(c): |
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By signing below I certify that, to the
best of my knowledge and belief, the securities referred to above 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. |
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CUSIP No. 44888K209 |
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13G/A |
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Page 9 of 9 Pages |
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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.
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February
8, 2024
Date |
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/s/
Chris Yetter
Signature |
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Chris
Yetter, Manager
Name/Title |
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