SCHEDULE 13G: Statement of Beneficial Ownership by Certain Investors
Published on September 16, 2025
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
Synchronoss Technologies, Inc. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
87157B400 (CUSIP Number) |
09/12/2025 (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)
|
 Rule 13d-1(c)
|
| Rule 13d-1(d)
|
SCHEDULE 13G
|
| CUSIP No. | 87157B400 |
| 1 | Names of Reporting Persons
Mount Logan Capital Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
NEW YORK
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
867,899.00 | ||||||||
| 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)
7.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: The foregoing shares of Common Stock were acquired by 180 Degree Capital Corp. ("180 Degree Capital"), which merged with the Reporting Person in an all-stock transaction that closed on September 12, 2025 (the "Business Combination"). There were no shares owned or acquired by the Reporting Person separate from the shares owned by 180 Degree Capital prior to the Business Combination.
Prior to the Business Combination, 180 Degree Capital entered into Assignment and Assumption Agreements (the "Assignment Agreements") for restricted shares of Common Stock of the Issuer and options for the purchase of Common Stock of the Issuer received by Kevin M. Rendino, the former Chief Executive Officer of 180 Degree Capital, that Mr. Rendino received as compensation as a member of the Board of Directors of the Issuer. The Assignment Agreements attached hereto as Exhibits 99.2 and 99.3 assign all economic, voting and dispositive control of such securities of the Issuer to 180 Degree Capital, which assignment has transferred to the Reporting Person with the close of the Business Combination. The securities of the Issuer covered by the Assignment Agreements that are not included in Row 9 are unvested as of the date of this Schedule 13G.
Subsequent to the completion of the Business Combination, Mr. Rendino and Daniel B. Wolfe, the former President and Chief Financial Officer of 180 Degree Capital no longer have voting or dispositive authority of the shares reported in this Schedule 13G, and therefore their personal holdings of the Issuer are not reported on this Schedule 13G. Neither of Messr. Rendino or Wolfe own more than 5% of the Issuer individually.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
Synchronoss Technologies, Inc. | |
| (b) | Address of issuer's principal executive offices:
200 Crossing Boulevard, 8th Floor, Bridgewater, NJ, 08807 | |
| Item 2. | ||
| (a) | Name of person filing:
Mount Logan Capital Inc. | |
| (b) | Address or principal business office or, if none, residence:
650 Madison Avenue, 3rd Floor, New York, New York 10022 | |
| (c) | Citizenship:
New York | |
| (d) | Title of class of securities:
Common Stock, par value $0.0001 per share | |
| (e) | CUSIP No.:
87157B400 | |
| 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);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
| |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (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);
| |
| (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).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
866,788 | |
| (b) | Percent of class:
7.5 %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
866,788 | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
866,788 | ||
| Item 5. | 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.
Not applicable. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Not applicable. | ||
| 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)(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.
Not applicable | ||
| Item 9. | Notice of Dissolution of Group. | |
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.
Not applicable. | ||
| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| 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.
|
|
|
Exhibit Information
|
99.1. Directors and Executive Officers of Mount Logan Capital Inc.
99.2. Assignment and Assumption Agreement by and between 180 Degree Capital Corp. and Kevin M. Rendino, dated December 4, 2023.
99.3. Assignment and Assumption Agreement by and between 180 Degree Capital Corp. and Kevin M. Rendino, dated February 20, 2025. |