Amended Statement of Ownership (sc 13g/a)
21 April 2022 - 05:59PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
(Rule
13d-102)
Information to be Included in Statements Filed
Pursuant
to § 240.13d-1(b), (c) and (d) and Amendments
Thereto Filed
Pursuant to § 240.13d-2
UNDER THE SECURITIES EXCHANGE ACT
OF 1934
(Amendment No. 2)*
Vicarious Surgical
Inc.
(Name of
Issuer)
Class A common
stock
(Title of Class of Securities)
92561V109
(CUSIP
Number)
April 14, 2022
(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)
[ X ] Rule 13d-1(c)
[ ] Rule
13d-1(d)
*The remainder of this cover page
shall be filled out for a reporting person's initial filing on this
form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the
remainder of this cover page shall not be deemed to be "filed" for
the purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
|
1 |
Names of Reporting Persons
Sun Hung Kai & Co. Limited |
|
|
2 |
Check the Appropriate Box if a Member of a
Group |
(a) [ ]
(b) [ ] |
|
3 |
SEC Use Only
|
|
|
4 |
Citizenship or Place of Organization
Hong Kong |
|
Number of Shares
Beneficially Owned
by Each Reporting
Person With |
5 |
Sole Voting Power
0 |
|
|
6 |
Shared Voting Power
5,441,492 |
|
|
7 |
Sole Dispositive Power
0 |
|
|
8 |
Shared Dispositive Power
5,441,492 |
|
|
9 |
Aggregate Amount Beneficially Owned by Each Reporting
Person
5,441,492 |
|
|
10 |
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares
Not
Applicable |
|
|
11 |
Percent of Class Represented by Amount in Row 9
5.4% |
|
|
12 |
Type of Reporting Person
CO |
|
| |
|
|
|
|
|
1 |
Names of Reporting Persons
Shipshape Investments Limited |
|
|
2 |
Check the Appropriate Box if a Member of a
Group |
(a) [ ]
(b) [ ] |
|
3 |
SEC Use Only
|
|
|
4 |
Citizenship or Place of Organization
British Virgin Islands |
|
Number of Shares
Beneficially Owned
by Each Reporting
Person With |
5 |
Sole Voting Power
0 |
|
|
6 |
Shared Voting Power
5,441,492 |
|
|
7 |
Sole Dispositive Power
0 |
|
|
8 |
Shared Dispositive Power
5,441,492 |
|
|
9 |
Aggregate Amount Beneficially Owned by Each Reporting
Person
5,441,492 |
|
|
10 |
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares
Not
Applicable |
|
|
11 |
Percent of Class Represented by Amount in Row 9
5.4% |
|
|
12 |
Type of Reporting Person
CO |
|
| |
|
|
|
|
|
1 |
Names of Reporting Persons
Sun Hung Kai Strategic Capital Limited |
|
|
2 |
Check the Appropriate Box if a Member of a
Group |
(a) [ ]
(b) [ ] |
|
3 |
SEC Use Only
|
|
|
4 |
Citizenship or Place of Organization
Hong Kong |
|
Number of Shares
Beneficially Owned
by Each Reporting
Person With |
5 |
Sole Voting Power
0 |
|
|
6 |
Shared Voting Power
4,915,313 |
|
|
7 |
Sole Dispositive Power
0 |
|
|
8 |
Shared Dispositive Power
4,915,313 |
|
|
9 |
Aggregate Amount Beneficially Owned by Each Reporting
Person
4,915,313 |
|
|
10 |
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares
Not
Applicable |
|
|
11 |
Percent of Class Represented by Amount in Row 9
4.9% |
|
|
12 |
Type of Reporting Person
CO |
|
| |
|
|
|
|
|
1 |
Names of Reporting Persons
Sun Hung Kai Capital Partners Limited |
|
|
2 |
Check the Appropriate Box if a Member of a
Group |
(a) [ ]
(b) [ ] |
|
3 |
SEC Use Only
|
|
|
4 |
Citizenship or Place of Organization
Hong Kong |
|
Number of Shares
Beneficially Owned
by Each Reporting
Person With |
5 |
Sole Voting Power
0 |
|
|
6 |
Shared Voting Power
526,179 |
|
|
7 |
Sole Dispositive Power
0 |
|
|
8 |
Shared Dispositive Power
526,179 |
|
|
9 |
Aggregate Amount Beneficially Owned by Each Reporting
Person
526,179 |
|
|
10 |
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares
Not
Applicable |
|
|
11 |
Percent of Class Represented by Amount in Row 9
0.5% |
|
|
12 |
Type of Reporting Person
CO |
|
| |
|
|
|
|
ITEM 1.
(a) Name
of Issuer:
Vicarious Surgical Inc. (the "Issuer")
(b) Address
of Issuer's Principal Executive Offices:
78 Fourth
Avenue, Waltham, Massachusetts 02451
ITEM 2.
(a) Name
of Person Filing:
Each of the following is hereinafter individually referred to as a
"Reporting Person" and collectively as the "Reporting Persons."
This statement is filed on behalf of:
Sun Hung Kai & Co. Limited
Shipshape
Investments Limited
Sun
Hung Kai Strategic Capital Limited
Sun Hung Kai Capital Partners Limited
(b) Address
or Principal Business Office:
The address of each of the Reporting Persons is 42/F Lee Garden
One, 33 Hysan Avenue, Causeway Bay, Hong Kong.
(c) Citizenship
of each Reporting Person is:
Shipshape Investments Limited is organized under the laws of the
British Virgin Islands. Each of the other Reporting Persons is
organized under the laws of Hong Kong.
(d) Title
of Class of Securities:
Class A common stock, par value $0.0001 per share ("Class A Common
Stock").
(e) CUSIP
Number:
92561V109
ITEM 3.
Not
applicable.
ITEM 4. Ownership.
(a-c)
The ownership information presented below represents beneficial
ownership of Class A Common Stock of the Issuer as of April 14,
2022, based upon 100,548,007 shares of Class A Common Stock
outstanding as of March 1, 2022, as disclosed in the Prospectus of
the Issuer filed with the Securities and Exchange Commission on
April 6, 2022.
|
Reporting Person
|
Amount
beneficially
owned
|
Percent
of
class:
|
Sole
power
to vote or to
direct the
vote:
|
Shared
power to
vote or to
direct the
vote:
|
Sole
power to
dispose or to
direct the
disposition
of:
|
Shared
power
to
dispose or
to
direct
the
disposition
of:
|
|
Sun Hung Kai & Co. Limited
|
5,441,492
|
5.4%
|
0
|
5,441,492
|
0
|
5,441,492
|
|
Shipshape Investments Limited
|
5,441,492
|
5.4%
|
0
|
5,441,492
|
0
|
5,441,492
|
|
Sun Hung Kai Strategic Capital Limited
|
4,915,313
|
4.9%
|
0
|
4,915,313
|
0
|
4,915,313
|
|
Sun Hung Kai Capital Partners Limited
|
526,179
|
0.5%
|
0
|
526,179
|
0
|
526,179
|
Sun Hung Kai Strategic Capital Limited and Sun Hung Kai Capital
Partners Limited are the record holders of the securities reported
herein. Sun Hung Kai & Co. Limited, a publicly traded company
listed on the Stock Exchange of Hong Kong, is the sole shareholder
of Shipshape Investments Limited, which is the sole shareholder of
each of Sun Hung Kai Strategic Capital Limited and Sun Hung Kai
Capital Partners Limited respectively. As a result of these
relationships, each of the Reporting Persons may be deemed to share
beneficial ownership of the securities reported herein.
ITEM 5. Ownership
of Five Percent or Less of a Class.
Not
applicable.
ITEM 6. Ownership
of More than Five Percent on Behalf of Another Person.
Not
applicable.
ITEM 7. Identification
and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company.
Not
applicable.
ITEM 8. Identification
and Classification of Members of the Group.
Not
applicable.
ITEM 9. Notice
of Dissolution of Group.
Not
applicable.
ITEM 10.
Certification.
Not
applicable.
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.
Date: April 21,
2022
Sun Hung Kai
& Co. Limited
/s/ Lee Sze Wai
By: Lee Sze
Wai
Title: Company
Secretary
Shipshape
Investments Limited
/s/ Lee Sze Wai
By: Lee Sze
Wai
Title: Company
Secretary
Sun Hung Kai
Strategic Capital Limited
/s/ Lee Sze Wai
By: Lee Sze
Wai
Title: Company
Secretary
Sun Hung Kai
Capital Partners Limited
/s/ Lee Sze Wai
By: Lee Sze
Wai
Title: Company
Secretary
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