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[SCHEDULE 13G/A] Fox Factory Holding Corp. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A
Rhea-AI Filing Summary

RWWM, Inc., a California-based registered investment adviser, has filed Amendment No. 2 to Schedule 13G for Fox Factory Holding Corp. (FOXF) dated 30 June 2025.

  • Aggregate beneficial ownership: 3,259,077 common shares, equal to 7.81 % of the outstanding class.
  • Control structure: RWWM holds sole dispositive power over the full stake but no sole or shared voting power; voting rights reside with underlying clients.
  • Related filers include the RWWM Inc. 401(k) Profit Sharing Plan (29,646 shares, 0.07 %) and principals Scott P. Roseman and Aaron J. Wagner, each reporting beneficial ownership of the same 3.26 million-share position through shared dispositive authority.
  • The filing is made under Rule 13d-1(b) indicating a passive investment; the certification states the securities were acquired in the ordinary course and not for the purpose of influencing control.

The disclosure confirms that RWWM’s clients, not the adviser, enjoy economic benefits (dividends, sale proceeds) from the shares. No other entities are identified as part of a group, and there is no notice of group dissolution.

Positive
  • 7.81 % passive stake from a registered investment adviser may signal increased institutional confidence in FOXF.
  • Sole dispositive power consolidated with a professional manager can enhance execution efficiency for large trades.
Negative
  • No voting power attached to the stake means the adviser cannot support shareholder initiatives beneficial to minority investors.
  • Concentrated disposal authority poses potential overhang risk if large blocks are sold quickly.

Insights

TL;DR: Passive adviser now controls 7.8 % of FOXF, signaling institutional confidence but no governance influence.

RWWM’s 3.26 m-share stake lifts aggregate institutional ownership and may improve trading liquidity. Because the adviser disclaims voting power, the position is unlikely to affect proxy outcomes or strategic direction. Investors could view rising professional money-manager interest as supportive of valuation, yet the absence of activist intent tempers impact. Overall, the filing is informational rather than transformational.

TL;DR: Filing is neutral for control risk; adviser has disposal rights but no voting power.

The Schedule 13G confirms the holding is passive under Rule 13d-1(b). Lack of voting authority and the certification language reduce the probability of governance intervention. Dispositive power concentrated in one adviser can, however, accelerate share overhang risk if clients redeem. The 7.8 % size warrants monitoring but does not immediately alter control dynamics.






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





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



RWWM, Inc.
Signature:Aaron J. Wagner
Name/Title:President
Date:07/31/2025
RWWM Inc. 401k Profit Sharing Plan
Signature:Aaron J. Wagner
Name/Title:Trustee
Date:07/31/2025
Scott P. Roseman
Signature:Scott P. Roseman
Name/Title:Chairman - Senior Portfolio Manager
Date:07/31/2025
Aaron J. Wagner
Signature:Aaron J. Wagner
Name/Title:President
Date:07/31/2025

FAQ

How many FOXF shares does RWWM, Inc. own?

RWWM reports 3,259,077 shares, representing 7.81 % of outstanding common stock.

Is RWWM’s position in Fox Factory passive or activist?

The filing is under Rule 13d-1(b) with a certification of passive intent; it is not activist.

Does RWWM have voting rights over its FOXF shares?

RWWM reports 0 voting power; voting rights remain with its advisory clients.

Who are the other reporting persons linked to the FOXF stake?

The RWWM Inc. 401(k) Plan, Scott P. Roseman, and Aaron J. Wagner are co-filers due to shared dispositive authority.

What is the CUSIP number for Fox Factory common stock?

The CUSIP disclosed in the filing is 35138V102.
Fox Factory Hldg Corp

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