| Item 1. | |
| (a) | Name of issuer:
Wag! Group Co. |
| (b) | Address of issuer's principal executive offices:
2261 MARKET STREET, SUITE 86056, SAN FRANCISCO, CA 94114 |
| Item 2. | |
| (a) | Name of person filing:
Flint Ridge Capital LLC, a Delaware limited liability company ("Flint Ridge")
Flint Ridge Partners, L.P., a Delaware limited partnership (the "Fund")
John P. Szabo, Jr.
Flint Ridge is the general partner and investment adviser of the Fund. Mr. Szabo is the control person of Flint Ridge. The reporting persons are filing this Schedule 13G jointly, but not as members of a group, and each disclaims membership in a group. Each reporting person also disclaims beneficial ownership of the securities reported herein except to the extent of that person's pecuniary interest therein. In addition, the filing of this Schedule 13G on behalf of the Fund should not be construed as an admission that it is, and it disclaims that it is, a beneficial owner, as defined in Rule 13d-3 under the Act, of any securities covered by this Schedule 13G. |
| (b) | Address or principal business office or, if none, residence:
1343 Main Street, Suite 701, Sarasota, FL 34236 |
| (c) | Citizenship:
See Item 4 of the cover sheet for each reporting person. |
| (d) | Title of class of securities:
Common Stock |
| (e) | CUSIP No.:
36269P104 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Flint Ridge: 1,560,000
Fund: 1,560,000
John P. Szabo, Jr.: 2,400,000 |
| (b) | Percent of class:
Flint Ridge: 3.0%
Fund: 3.0%
John P. Szabo, Jr.: 4.5% |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
Flint Ridge: 0
Fund: 0
John P. Szabo, Jr.: 380,000
|
| | (ii) Shared power to vote or to direct the vote:
Flint Ridge: 1,560,000
Fund: 1,560,000
John P. Szabo, Jr.: 2,020,000
|
| | (iii) Sole power to dispose or to direct the disposition of:
Flint Ridge: 0
Fund: 0
John P. Szabo, Jr.: 380,000
|
| | (iv) Shared power to dispose or to direct the disposition of:
Flint Ridge: 1,560,000
Fund: 1,560,000
John P. Szabo, Jr.: 2,020,000
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | 
Ownership of 5 percent or less of a class
|
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Fund holds Common Stock for the benefit of its investors and has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein. |
| 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
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
Rule 13d-1(b)