| Item 1. | |
| (a) | Name of issuer:
Latch, Inc. |
| (b) | Address of issuer's principal executive offices:
1220 N Price Road, Suite 2, Olivette, MO 63132. |
| Item 2. | |
| (a) | Name of person filing:
This Schedule 13G is being filed jointly by Pan-Am Equities Inc. ("Pan-Am Equities"), Gregory R. Manocherian, Kimberly Lopp-Manocherian, John F. Manocherian, Douglas Levine, Kaisa M. Levine, Abdi Mahamedi, Carl D. Schroeder and Lisa W. Schroeder (collectively, the "Reporting Persons").
The Reporting Persons have entered into a Joint Filing Agreement dated as of December 13, 2024, a copy of which is attached as Exhibit 1 to the Prior Schedule 13G, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended.
The Reporting Persons expressly disclaim status as a "group" for purposes of this Schedule 13G, see Item 5 for additional information. |
| (b) | Address or principal business office or, if none, residence:
The address of each of the Reporting Persons is 18 E. 50th Street, 3rd Floor, New York, NY 10022. |
| (c) | Citizenship:
Pan-Am Equities is organized under the laws of the State of Delaware. Each of the remaining Reporting Persons is a citizen of the United States of America. |
| (d) | Title of class of securities:
Common Stock, par value $0.0001 per share |
| (e) | CUSIP No.:
51818V106 |
| 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:
See Row 9 of the cover pages for each of the Reporting Persons. |
| (b) | Percent of class:
See Row 11 of the cover pages for each of the Reporting Persons.
The Common Stock beneficial ownership percentages provided in this Schedule 13G, including in Row 9 of the cover pages, are calculated based on 164,034,812 shares of Common Stock outstanding as of October 31, 2025, as provided by the Issuer in the Annual Report on Form 10-K of the Issuer filed with the Securities and Exchange Commission on November 5, 2025. |
| (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 Row 5 of the cover pages for the Reporting Persons.
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| | (ii) Shared power to vote or to direct the vote:
See Row 6 of the cover pages for the Reporting Persons.
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| | (iii) Sole power to dispose or to direct the disposition of:
See Row 7 of the cover pages for the Reporting Persons.
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| | (iv) Shared power to dispose or to direct the disposition of:
See Row 8 of the cover pages for the Reporting Persons.
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| 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. |
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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)(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.
See Item 2(a). |
| Item 9. | Notice of Dissolution of Group. |
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Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.
As reported in the Prior Schedule 13G, Pan-Am Equities previously held shares of Common Stock that were allocated among each of the other Reporting Persons. The Reporting Persons, while expressly disclaiming that they were acting as a group, entered into a Joint Filing Agreement and reported their collective beneficial ownership in the Prior Schedule 13G. On or before December 31, 2025, Pan-Am Equities distributed all of the shares of Common Stock it held to each of the other Reporting Persons. In connection therewith, the prior reporting group, if any, has been disbanded, and each Reporting Person beneficially owns 5% or less of the outstanding shares of Common Stock as reported herein. All further filings with respect to transactions in the Common Stock will be filed, if and when required, by the Reporting Persons in their individual capacity. |