Schedule 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 

 

NV5 Global, Inc.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

62945V109

(CUSIP Number)

July 22, 2019

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

 

Rule 13d-1(b)

 

 

Rule 13d-1(c)

 

 

Rule 13d-1(d)

 

*

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).

 

 

 


CUSIP No. 62945V109    13G    Page 2 of 5 Pages

 

1  

NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Fifth Street Station LLC

2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

 

3  

SEC USE ONLY

 

4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

   5     

SOLE VOTING POWER

 

632,893

   6     

SHARED VOTING POWER

 

0

   7     

SOLE DISPOSITIVE POWER

 

632,893

   8     

SHARED DISPOSITIVE POWER

 

0

9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

632,893

10  

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    ☐

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

5.1% (1)

12  

TYPE OF REPORTING PERSON

 

OO

 

(1)

Based on 12,565,115 shares of common stock of NV5 Global, Inc. (the “Company”) outstanding as of May 2, 2019, as reported by the Company in its Quarterly Report on Form 10-Q for the quarter ended March 30, 2019 filed with the Securities and Exchange Commission (the “SEC”) on May 8, 2019.


CUSIP No. 62945V109    13G    Page 3 of 5 Pages

 

Item 1(a)

Name of Issuer:

NV5 Global, Inc.

 

Item 1(b)

Address of Issuer’s Principal Executive Offices:

200 South Park Road, Suite 350, Hollywood, FL 33021

 

Item 2(a)

Name of Person Filing:

Fifth Street Station LLC (“Fifth Street”).

 

Item 2(b)

Address of Principal Business Office or, If None, Residence:

(i) 505 Fifth Avenue South, Suite 900, Seattle, WA 98104

 

Item 2(c)

Citizenship:

(i) Delaware

 

Item 2(d)

Title of Class of Securities:

Common Stock, $0.01 par value per share

 

Item 2(e)

CUSIP Number:

62945V109

 

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:

(a) ☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o)

(b) ☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c) ☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d) ☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e) ☐ An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);

(f) ☐ An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);

(g) ☐ A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);

(h) ☐ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);


CUSIP No. 62945V109    13G    Page 4 of 5 Pages

 

(i) ☐ 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);

(j) ☐ A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);

(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: ____________

Not applicable.

 

Item 4.

Ownership

 

Reporting
Person

  Sole
Voting
Power
    Shared
Voting
Power
    Sole
Dispositive
Power
    Shared
Dispositive
Power
    Beneficial
Ownership
    Percentage
of Class*
 
Fifth Street     632,893       0       632,893       0       632,893       5.1

 

*

Based upon 12,565,115 shares of common stock of the Company outstanding as of May 2, 2019, as reported by the Company in its Quarterly Report on Form 10-Q for the quarter ended March 30, 2019 filed with the SEC on May 8, 2019.

 

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 or more than five percent of the class of securities, check the following box:    ☐

 

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person

Not applicable.

 

Item 7.

Identification and Classification of 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.

 

Item 10.

Certifications

Not applicable.


CUSIP No. 62945V109    13G    Page 5 of 5 Pages

 

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 30, 2019     FIFTH STREET STATION LLC
    By:   /s/ Chris Orndorff
    Name:   Chris Orndorff
    Title:   Vice President