| Item 1. | |
| (a) | Name of issuer:
Latham Group, Inc. |
| (b) | Address of issuer's principal executive offices:
787 WATERVLIET SHAKER ROAD, LATHAM, NEW YORK 12110 |
| Item 2. | |
| (a) | Name of person filing:
The names of the persons filing this statement on Schedule 13G (collectively, the "Reporting Persons") are:
Voss Value Master Fund, L.P. ("Voss Value Master Fund"),
Voss Value-Oriented Special Situations Fund, L.P. ("Voss Value-Oriented Special Situations Fund"),
Voss Advisors GP, LLC ("Voss GP"),
Voss Capital, L.P. ("Voss Capital"), and
Travis W. Cocke. |
| (b) | Address or principal business office or, if none, residence:
Voss Value Master Fund
3773 Richmond, Suite 500
Houston, Texas 77046
Voss Value-Oriented Special Situations Fund
3773 Richmond, Suite 500
Houston, Texas 77046
Voss GP
3773 Richmond, Suite 500
Houston, Texas 77046
Voss Capital
3773 Richmond, Suite 500
Houston, Texas 77046
Travis W. Cocke
3773 Richmond, Suite 500
Houston, Texas 77046 |
| (c) | Citizenship:
Voss Value Master Fund
Cayman Islands
Voss Value-Oriented Special Situations Fund
Texas
Voss GP
Texas
Voss Capital
Texas
Travis W. Cocke
USA |
| (d) | Title of class of securities:
Common stock, par value $0.0001 per share |
| (e) | CUSIP No.:
51819L107 |
| 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:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
As of the close of business on April 1, 2025:
(i) Voss Value Master Fund beneficially owned 1,500,200 shares of common stock, par value $0.0001 per share, of the Issuer (the "Shares).
(ii) Voss Value-Oriented Special Situations Fund beneficially owned 200,000 Shares.
(iii) Voss GP, as the general partner of Voss Value Master Fund and Voss Value-Oriented Special Situations Fund, may be deemed the beneficial owner of the (i) 1,500,200 Shares beneficially owned by Voss Value Master Fund and (ii) 200,000 Shares beneficially owned by Voss Value-Oriented Special Situations Fund.
(iv) Voss Capital, as the investment manager of Voss Value Master Fund, Voss Value-Oriented Special Situations Fund and certain accounts managed by Voss Capital (the "Voss Managed Accounts"), may be deemed the beneficial owner of the (i) 1,500,200 Shares beneficially owned by Voss Value Master Fund, (ii) 200,000 Shares beneficially owned by Voss Value-Oriented Special Situations Fund and (iii) 4,266,515 Shares held in the Voss Managed Accounts.
(v) Mr. Cocke, as the managing member of each of Voss Capital and Voss GP, may be deemed the beneficial owner of the (i) 1,500,200 Shares owned by Voss Value Master Fund, (ii) 200,000 Shares beneficially owned by Voss Value-Oriented Special Situations Fund and (iii) 4,266,515 Shares held in the Voss Managed Accounts. |
| (b) | Percent of class:
The aggregate percentage of the Shares reported owned by each person named herein is based upon 115,776,595 Shares outstanding as of March 5, 2025, which is the total number of Shares outstanding as disclosed in the Issuer's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 21, 2025.
As of the close of business on April 1, 2025:
(i) Voss Value Master Fund may be deemed to beneficially own approximately 1.3% of the outstanding Shares;
(ii) Voss Value-Oriented Special Situations Fund may be deemed to beneficially own less than 1.0% of the outstanding Shares;
(iii) Voss GP may be deemed to beneficially own approximately 1.5% of the outstanding Shares;
(iv) Voss Capital may be deemed to beneficially own approximately 5.2% of the outstanding Shares (approximately 3.7% of the outstanding Shares are held in the Voss Managed Accounts); and
(v) Mr. Cocke may be deemed to beneficially own approximately 5.2% of the outstanding Shares. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
See Cover Pages Items 5-9.
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| | (ii) Shared power to vote or to direct the vote:
See Cover Pages Items 5-9.
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| | (iii) Sole power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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| | (iv) Shared power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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| Item 5. | 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. |
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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. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) 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.
See Exhibit 99.1. |
| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(c)