机构异动雷达 13D/13G

Item 4 is hereby amended to add the following: As previously disclosed, on October 27, 2025, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Skyworks Solutions, Inc., a Delaware Corporation ("Skyworks"), Comet Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Skyworks ("Merger Sub I"), and Comet Acquisition II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Skyworks ("Merger Sub II"). Pursuant to the Merger Agreement, on October 5, 2026, (i) Merger Sub I merged with and into the Issuer (the "First Merger"), with the Issuer surviving the First Merger as a wholly owned subsidiary of Skyworks (the "Surviving Corporation"), and (ii) immediately following the First Merger, and as the second step in a single integrated transaction with the First Merger, the Surviving Corporation merged with and into Merger Sub II (the "Second Merger," and together with the First Merger, the "Mergers"), with Merger Sub II continuing as the surviving entity in the Second Merger and a wholly owned subsidiary of Skyworks. Pursuant to the terms of the Merger Agreement, concurrently with the effective time of the First Merger (the "Effective Time"), (i) each Share held by the Reporting Persons that was outstanding immediately prior to the Effective Time was converted into the right to receive (A) 0.960 shares of common stock, par value $0.25 per share, of Skyworks ("Skyworks Common Stock"), without interest, and (B) $32.50 in cash, without interest (collectively, the "Merger Consideration") and (ii) each outstanding restricted stock unit award corresponding to Shares held by Mr. Feld was cancelled in consideration for the right to receive (x) the Merger Consideration in respect of each Share then subject thereto and (y) an amount in cash equal to all dividend equivalents accrued but unpaid with respect thereto. In addition, as a result of the Mergers and pursuant to the Merger Agreement, at the Effective…

The Reporting Persons file the long form Schedule 13D pursuant to Section 13d-1 of the Securities Exchange Act of 1934 (the "Act") even though they may be technically eligible to file the short form Schedule G. Because the Reporting Persons may regularly communicate with the Issuer's management, filing the Schedule 13D ensures that these conversations are compliant with the reporting obligations under the Exchange Act.

Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On September 11, 2026, in connection with the closing of an underwritten secondary offering of shares of Class A Common Stock by Hagerty Holding Corp. (the "September 2026 Secondary Offering"), and pursuant to the terms of the Amended and Restated Exchange Agreement, the Reporting Person exchanged 7,836,411 shares of Class V Common Stock and associated OpCo Units for, at the election of the Company, an equal number of shares of Class A Common Stock. In connection with the September 2026 Secondary Offering, the Reporting Person agreed to waive certain notice and participation rights afforded by the Amended and Restated Registration Rights Agreement (as defined and described in the Original Schedule 13D) solely with respect to the September 2026 Secondary Offering, and the Company and Reporting Person agreed that the September 2026 Secondary Offering would not count against or reduce the four (4) Shelf Underwritings (as defined in the Amended and Restated Registration Rights Agreement) demandable pursuant to Section 2.1.1(b) of the Amended and Restated Registration Rights Agreement. On September 9, 2026, in connection with the September 2026 Secondary Offering, the Reporting Person entered into a lock-up agreement with the representatives of the underwriters of the September 2026 Secondary Offering (the "September 2026 Lock-Up Agreement"), pursuant to which the Reporting Person agreed, subject to certain customary exceptions, not to take any of the following actions during the period beginning on the date of the September 2026 Lock-Up Agreement and ending at the close of business 60 days after the date of the final prospectus supplement relating to the September 2026 Secondary Offering: (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right, or warrant to purchase, lend, or otherwise transfer or dis…

The Reporting Persons file the long form Schedule 13D pursuant to Section 13d-1 of the Securities Exchange Act of 1934 (the "Act") even though they may be technically eligible to file the short form Schedule G. Because the Reporting Persons may regularly communicate with the Issuer's management, filing the Schedule 13D ensures that these conversations are compliant with the reporting obligations under the Exchange Act.

The Reporting Persons file the long form Schedule 13D pursuant to Section 13d-1 of the Securities Exchange Act of 1934 (the "Act") even though they may be technically eligible to file the short form Schedule G. Because the Reporting Persons may regularly communicate with the Issuer's management, filing the Schedule 13D ensures that these conversations are compliant with the reporting obligations under the Exchange Act.

The Reporting Persons file the long form Schedule 13D pursuant to Section 13d-1 of the Securities Exchange Act of 1934 (the "Act") even though they may be technically eligible to file the short form Schedule G. Because the Reporting Persons may regularly communicate with the Issuer's management, filing the Schedule 13D ensures that these conversations are compliant with the reporting obligations under the Exchange Act.

The Reporting Persons file the long form Schedule 13D pursuant to Section 13d-1 of the Securities Exchange Act of 1934 (the "Act") even though they may be technically eligible to file the short form Schedule G. Because the Reporting Persons may regularly communicate with the Issuer's management, filing the Schedule 13D ensures that these conversations are compliant with the reporting obligations under the Exchange Act.

The Reporting Persons file the long form Schedule 13D pursuant to Section 13d-1 of the Securities Exchange Act of 1934 (the "Act") even though they may be technically eligible to file the short form Schedule G. Because the Reporting Persons may regularly communicate with the Issuer's management, filing the Schedule 13D ensures that these conversations are compliant with the reporting obligations under the Exchange Act.

The Reporting Persons file the long form Schedule 13D pursuant to Section 13d-1 of the Securities Exchange Act of 1934 (the "Act") even though they may be technically eligible to file the short form Schedule G. Because the Reporting Persons may regularly communicate with the Issuer's management, filing the Schedule 13D ensures that these conversations are compliant with the reporting obligations under the Exchange Act.