Form SCHEDULE 13D/A Banzai International, Filed by: Alco Investment Co
Tweet
Share
E-mail|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
|
Banzai International, Inc. (Name of Issuer) |
Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) |
(CUSIP Number) |
Mason Ward c/o Alco Investment Company, 33930 Weyerhaeuser Way S., Suite 150 Federal Way, WA, 98001 (253) 796-2704 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/17/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Alco Investment Company | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
WASHINGTON
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
13,556.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.4 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
(1) This amount includes 6,899 shares of Class A Common Stock (as defined herein) held directly by Alco Investment Company and 6,657 shares of Class A Common Stock that Alco Investment Company has the right to acquire upon exercise of 6,657 Common Warrants (as defined herein below) held directly by Alco Investment Company within 60 days.
(2) This percentage is calculated based on 3,517,105 shares of Class A Common Stock outstanding as of August 13, 2026 and includes the 6,657 shares that Alco Investment Company has the right to acquire within 60 days upon exercise of 6,657 Common Warrants (as defined herein below), which amounts have been added to the shares of Class A Common Stock outstanding in accordance with Rule 13d-3(d)(1)(i) under the Act.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A Common Stock, par value $0.0001 per share | |
| (b) | Name of Issuer:
Banzai International, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
435 Ericksen Ave, Suite 250, Bainbridge Island,
WASHINGTON
, 98110. | |
Item 1 Comment:
This Amendment No. 1 to Schedule 13D (this "Amendment") is being filed as an amendment to the initial statement on Schedule 13D relating to the Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock") of Banzai International, Inc., a Delaware corporation (the "Issuer") as filed with the Securities and Exchange Commission (the "SEC") on April 23, 2025 (as so amended, the "Schedule 13D"). The principal executive offices of the Issuer are located at 435 Ericksen Ave, Suite 250, Bainbridge Island, Washington 98110.
The Schedule 13D is hereby amended and supplemented as follows: | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5 of the Schedule 13D is amended and supplemented as follows:
As of August 17, 2026, Alco may be deemed to beneficially own 13,556 shares of Class A Common Stock, which represents approximately 0.4% of the shares of Class A Common Stock outstanding.
The foregoing beneficial ownership percentage is calculated based on 3,517,105 shares of Class A Common Stock outstanding as of August 13, 2026, as reported in the Issuer's quarterly report on Form 10-Q filed with the SEC on August 14, 2026. For purposes of calculating the beneficial ownership percentage of Alco, the amount includes the 6,657 shares that Alco has the right to acquire within 60 days upon exercise of the 6,657 Common Warrants previously issued to Alco on September 20, 2024, as previously adjusted for reverse stock splits effected by the issuer on May 8, 2026 and July 8, 2025. | |
| (b) | See above response to Item 5(a). | |
| (e) | The reporting person is filing this Amendment to Schedule 13D on a voluntary basis to report beneficial ownership as of August 17, 2026 that is less than 5% solely as a result a series of dilutive issuances of equity securities by Banzai International, Inc. (the "Issuer") in 2025. There have not been any transactions in the Issuer's securities since the reporting person's previously filed Schedule 13D on April 23, 2025. | |
| 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.
|
|
|
Create E-mail Alert Related Categories
SEC FilingsRelated Entities
13DSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!
