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| CUSIP No. 729640102 |
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Schedule 13G |
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Page 4 of 7 |
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:
Not Applicable
Item 4. Ownership
(a) Amount Beneficially Owned:
Each of the Reporting Persons may be deemed to be the beneficial owner of the Common Stock listed on such Reporting Person’s cover page.
The securities reported herein are held of record by Isosceles Investments, LLC, a Delaware limited liability company
(“Isosceles”). As of the date hereof, Isosceles directly holds warrants (“Warrants”) that are exercisable for 11,760,000 operating partnership units of Plymouth Industrial OP, LP (“OP Units”), the
Issuer’s subsidiary, subject to the Ownership Limitation (as defined below). The OP Units are redeemable for cash or, at the election of the Issuer, shares of Common Stock.
Sub-Fund HoldCo is the sole member of TAO SPV GP, LLC, a Delaware limited liability company, which is
the manager of Isosceles, which directly holds the securities reported herein. Sub-Fund Holdco is managed by its sole member, whose managing member is Mr. Waxman. Because of Sub-Fund HoldCo’s and/or Mr.
Waxman’s relationship to Isosceles, Sub-Fund Holdco and/or Mr. Waxman may be deemed to beneficially own the securities held by Isosceles. Each of Sub-Fund HoldCo
and Mr. Waxman disclaims beneficial ownership of the securities held by Isosceles.
The number of shares of Common Stock into which
the Warrants are exercisable is limited pursuant to the terms of such Warrants to that number of shares of Common Stock that would result in the Reporting Persons and their affiliates having aggregate beneficial ownership of more than 9.9% of the
total issued and outstanding shares of Common Stock (the “Ownership Limitation”). In accordance with Rule 13d-4 under the Securities Exchange Act of 1934, as amended, the Reporting Persons
disclaim beneficial ownership of any and all shares of Common Stock issuable upon any exercise of the Warrants to the extent that such exercise would cause the Reporting Persons’ aggregate beneficial ownership to exceed or remain above the
Ownership Limitation. Due to the Ownership Limitation, as of the date of this filing, the Reporting Persons disclaim beneficial ownership with respect to the remaining 6,771,951 shares of Common Stock into which such Warrants would otherwise be
exercisable.
(b) Percent of Class
The information set forth in Row 11 on the cover page for each of Sub-Fund HoldCo and Mr. Waxman is
hereby incorporated by reference into this Item 4(b) for each such person.
Calculation of the percentage of Common Stock beneficially
owned is based upon 50,384,335 shares of Common Stock outstanding as of August 26, 2024, which includes (i) 45,396,286 shares of Common Stock outstanding as of July 29, 2024, as disclosed in the Issuer’s quarterly report on Form 10-Q, filed with the Securities and Exchange Commission on July 31, 2024, and (ii) 4,988,049 shares of Common Stock issuable upon exchange of an equal number of OP Units, which OP Units may be acquired upon
exercise of the Warrants beneficially owned by Sub-Fund HoldCo (subject to the Ownership Limitation).
(c) Number of shares as to which such person has:
The information set forth in Rows 5 through 8 on the cover page for each of Sub-Fund HoldCo and Mr.
Waxman is hereby incorporated by reference into this Item 4(b) for each such person. (i) Sole power to vote or to direct the vote