Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 3)*
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Paragon 28, Inc. (Name of Issuer) |
Common Stock, $0.01 par value per share (Title of Class of Securities) |
69913P105 (CUSIP Number) |
03/31/2025 (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)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 69913P105 |
| 1 | Names of Reporting Persons
MVM Partners, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
4,854,882.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
5.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Percentage based on 84,152,663 shares of Common Stock outstanding as of March 3, 2025, as reported by the Issuer in its Form 10-K for the fiscal year ended December 31, 2024 filed with the Securities and Exchange Commission on March 6, 2025 (the "Form 10-K").
SCHEDULE 13G
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| CUSIP No. | 69913P105 |
| 1 | Names of Reporting Persons
MVM V LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,892,903.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
2.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Percentage based on 84,152,663 shares of Common Stock outstanding as of March 3, 2025, as reported by the Issuer in its Form 10-K.
SCHEDULE 13G
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| CUSIP No. | 69913P105 |
| 1 | Names of Reporting Persons
MVM V (2020) LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,933,579.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
3.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Percentage based on 84,152,663 shares of Common Stock outstanding as of March 3, 2025, as reported by the Issuer in its Form 10-K.
SCHEDULE 13G
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| CUSIP No. | 69913P105 |
| 1 | Names of Reporting Persons
MVM GP (No. 5) LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
28,400.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Percentage based on 84,152,663 shares of Common Stock outstanding as of March 3, 2025, as reported by the Issuer in its Form 10-K.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Paragon 28, Inc. | |
| (b) | Address of issuer's principal executive offices:
c/o Zimmer Biomet Holdings, Inc., 345 East Main Street, Warsaw, IN, 46580 | |
| Item 2. | ||
| (a) | Name of person filing:
MVM Partners, LLC MVM V LP MVM V (2020) LP MVM GP (No. 5) LP | |
| (b) | Address or principal business office or, if none, residence:
MVM Partners LLC: Old City Hall, 45 School Street, Boston, MA 02108 MVM V LP and MVM V (2020) LP: 38 Wigmore Street, Fourth Floor, Suite 2, London W1U 2RU, United Kingdom MVM GP (No. 50) LP: 50 Lothian Road, Festival Square, Edinburgh, Scotland, EH3 9WJ. | |
| (c) | Citizenship:
MVM Partners, LLC: a Delaware limited liability company MVM V LP: an entity formed under the laws of the United Kingdom MVM V (2020) LP: an entity formed under the laws of the United Kingdom MVM GP (No. 5) LP: an entity formed under the laws of the United Kingdom | |
| (d) | Title of class of securities:
Common Stock, $0.01 par value per share | |
| (e) | CUSIP No.:
69913P105 | |
| 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);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | 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) | 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) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
MVM Partners LLC: 4,854,882 MVM V LP: 1,892,903 MVM V (2020) LP: 2,933,579 MVM GP (No. 5) LP: 28,400 | |
| (b) | Percent of class:
MVM Partners LLC: 5.8% (1) MVM V LP: 2.2% (1) MVM V (2020) LP: 3.5% (1) MVM GP (No. 5) LP: 0.0% (1) %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
MVM Partners LLC: 0 MVM V LP: 0 MVM V (2020) LP: 0 MVM GP (No. 5) LP: 0 | ||
| (ii) Shared power to vote or to direct the vote:
MVM Partners LLC: 4,854,882 MVM V LP: 1,892,903 MVM V (2020) LP: 2,933,579 MVM GP (No. 5) LP: 28,400 | ||
| (iii) Sole power to dispose or to direct the disposition of:
MVM Partners LLC: 0 MVM V LP: 0 MVM V (2020) LP: 0 MVM GP (No. 5) LP: 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
MVM Partners LLC: 4,854,882 MVM V LP: 1,892,903 MVM V (2020) LP: 2,933,579 MVM GP (No. 5) LP: 28,400 (1) Percentage based on 84,152,663 shares of Common Stock outstanding as of March 3, 2025, as reported by the Issuer in its Form 10-K. To the extent that Item 5 below indicates "ownership of 5 percent or less of a class", such response only applies to MVM V LP, MVM V (2020) LP, and MVM GP (No. 5) LP that, as indicated herein, beneficially own less than 5% of the Issuer's outstanding Common Stock. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
Each of the Reporting Persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purpose of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended. | ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| 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.
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