SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Guild Holdings Company
Name of Issuer
Class A Common Stock, par value $0.01 per share
Title of Class of Securities
40172N107
CUSIP Number
December 31, 2023
Date of Event That 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) |
| x | 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).
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CUSIP No. 40172N107 |
13G |
Page 2 of 6 Pages |
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NAME OF REPORTING PERSON: Mary Ann McGarry |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION
USA |
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
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SOLE VOTING POWER
4,465,851 shares of Class A Common Stock
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6
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SHARED VOTING POWER
0
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SOLE DISPOSITIVE POWER
4,465,851 shares of Class A Common Stock
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SHARED DISPOSITIVE POWER
0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,465,851 shares of Class A Common Stock
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.5%
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12
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TYPE OF REPORTING PERSON
IN |
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CUSIP No. 40172N107 |
13G |
Page 3 of 6 Pages |
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NAME OF REPORTING PERSON: McGarry Strategic Enterprises, LLC |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
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3 |
SEC USE ONLY |
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
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5
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SOLE VOTING POWER
4,380,740 shares of Class A Common Stock
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
4,380,740 shares of Class A Common Stock
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,380,740 shares of Class A Common Stock
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|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.1%
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12
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TYPE OF REPORTING PERSON
CO |
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Page 4 of 6 Pages
Item 1.
| (a) | Name of Issuer |
The name of the issuer is Guild Holdings Company (“Guild” or the “Issuer”).
| (b) | Address of Issuer’s Principal Executive Offices |
5887 Copley Drive, San Diego, CA 92111
Item 2.
| (a) | Name of Person Filing. Mary Ann McGarry and McGarry Strategic Enterprises, LLC. Ms. McGarry owns a 99% ownership interest in, and serves as the manager of, McGarry Strategic Enterprises, LLC and exercises voting and investment control over the securities held by McGarry Strategic Enterprises, LLC. |
| (b) | Address of Principal Business Office or, if none, Residence. |
c/o Guild Holdings Company, 5887 Copley Drive, San Diego, CA 92111
| (c) | Citizenship. |
Ms. McGarry is a citizen of the United States of American. McGarry Strategic Enterprises, LLC is a Delaware limited liability company.
| (d) | Title of Class of Securities. Class A Common Stock, par value $0.01 per share |
| (e) | CUSIP Number. 40172N107 |
| Item 3. | Not applicable. |
| Item 4. | Ownership |
| (a) | Amount beneficially owned: As of December 31, 2023, Ms. McGarry held 85,111 shares of Guild’s Class A Common Stock. As of December 31, 2023, McGarry Strategic Enterprises, LLC held 4,380,740 shares of Guild’s Class A Common Stock. Ms. McGarry is the manager of McGarry Strategic Enterprises, LLC and therefore, may be deemed to be the beneficial owner of the Guild shares held by McGarry Strategic Enterprises, LLC. |
| (b) | Percent of Class: Based on 20,763,818 shares of Guild’s Class A Common Stock outstanding as of November 3, 2023 as reported in Guild’s Form 10-Q for the quarterly period ended September 30, 2023, Ms. McGarry may be deemed to be the beneficial owner of 21.5% of Guild’s Class A Common Stock and McGarry Strategic Enterprises, LLC may be deemed to be the beneficial owner of 21.1% of Guild’s Class A Common Stock. |
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Page 5 of 6 Pages
| (c) | The Reporting Persons have the power to vote or dispose of the number of shares as follows: |
| (i) | Sole power to vote or to direct the vote. Ms. McGarry has the sole power to vote or direct the vote of 4,465,851 shares of Guild’s Class A Common Stock. McGarry Strategic Enterprises, LLC has the sole power to vote or direct the vote of 4,380,740 shares of Guild’s Class A Common Stock. |
| (ii) | Shared power to vote or to direct the vote. N/A |
| (iii) | Sole power to dispose or to direct the disposition of. Ms. McGarry has the sole power to dispose or direct the disposition of 4,465,851 shares of Guild’s Class A Common Stock. McGarry Strategic Enterprises, LLC has the sole power to dispose or direct the disposition of 4,380,740 shares of Guild’s Class A Common Stock. |
| (iv) | Shared power to dispose or to direct the disposition of. N/A |
| 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 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. |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
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Page 6 of 6 Pages
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.
Dated: February 13, 2024
| /s/ Mary Ann McGarry | ||
| Mary Ann McGarry | ||
| McGarry Strategic Enterprises, LLC | ||
| By: | /s/ Mary Ann McGarry | |
| Mary Ann McGarry, its Manager | ||
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