Hawkeye 360, Inc. reports that a group of affiliated Insight investment vehicles has filed as significant beneficial owners of its Common Stock. The filing covers multiple Insight funds and entities, with complex general partner and managing member relationships tying their holdings together.
Insight Holdings Group, LLC is reported with shared voting and dispositive power over 14,163,523 shares of Common Stock, representing 14.5% of the class, based on 97,965,552 shares outstanding as of August 10, 2026. Individual funds within the structure include Insight Partners XII, L.P. with 3,290,964 shares (3.4%), Insight Partners (Cayman) XII, L.P. with 4,606,612 shares (4.7%), Insight Satellite Co-Invest, L.P. with 2,822,723 shares (2.9%), and Insight Partners Holdings Focus-H, L.P. with 2,272,723 shares (2.3%), together forming the reported Insight position.
Through their roles as general partners, managing members, or sole shareholders, entities such as Insight Associates XII, L.P., Insight Associates XII, Ltd., Insight Associates (EU) XII, Satellite GP, Warehouse GP, Insight Venture Management, Falcon LP, and Falcon Ltd may be deemed to beneficially own the shares held by the various Insight funds. However, these parties, and the reporting persons collectively, expressly state that the filing is not an admission of beneficial ownership or of membership in a "group" under Section 13(d) of the Exchange Act.
Positive
None.
Negative
None.
Key Figures
Insight Holdings beneficial ownership:14,163,523 sharesInsight Holdings percent of class:14.5%Shares outstanding:97,965,552 shares+4 more
7 metrics
Insight Holdings beneficial ownership14,163,523 sharesShares of Hawkeye 360 Common Stock over which Insight Holdings Group, LLC has shared voting and dispositive power
Insight Holdings percent of class14.5%Percentage of Hawkeye 360 Common Stock class beneficially owned by Insight Holdings Group, LLC
Shares outstanding97,965,552 sharesHawkeye 360 Common Stock outstanding as of August 10, 2026
Insight Partners XII, L.P. holdings3,290,964 sharesHawkeye 360 Common Stock beneficially owned by Insight Partners XII, L.P., representing 3.4% of the class
Insight Partners (Cayman) XII, L.P. holdings4,606,612 sharesHawkeye 360 Common Stock beneficially owned by Insight Partners (Cayman) XII, L.P., representing 4.7% of the class
Insight Satellite Co-Invest, L.P. holdings2,822,723 sharesHawkeye 360 Common Stock beneficially owned by Insight Satellite Co-Invest, L.P., representing 2.9% of the class
Insight Partners Holdings Focus-H, L.P. holdings2,272,723 sharesHawkeye 360 Common Stock beneficially owned by Insight Partners Holdings Focus-H, L.P., representing 2.3% of the class
"may be deemed to beneficially own all 8,315,798 shares of Common Stock"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
shared voting powerfinancial
"Shared Voting Power 14,163,523.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared Dispositive Power 14,163,523.00"
Section 13(d)(3)regulatory
"constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act"
Schedule 13Gregulatory
"If a group has filed this schedule pursuant to 1(c) or 1(d), attach an exhibit"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
percent of classfinancial
"Percent of class: The information required by Item 4(b) is set forth in Row 11"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
FAQ
How much of Hawkeye 360 (HAWK) does Insight Holdings Group, LLC beneficially own?
Insight Holdings Group, LLC may be deemed to beneficially own 14,163,523 shares of Hawkeye 360 Common Stock, representing 14.5% of the outstanding class, based on 97,965,552 shares outstanding as of August 10, 2026.
What is the total share count used for ownership percentages in the Hawkeye 360 (HAWK) Schedule 13G?
Ownership percentages are calculated using 97,965,552 shares of Hawkeye 360 Common Stock outstanding as of August 10, 2026, as reported in the company’s Quarterly Report on Form 10-Q filed on August 14, 2026.
Which Insight funds hold significant stakes in Hawkeye 360 (HAWK)?
Key Insight funds include Insight Partners XII, L.P. with 3,290,964 shares (3.4%), Insight Partners (Cayman) XII, L.P. with 4,606,612 shares (4.7%), Insight Satellite Co-Invest, L.P. with 2,822,723 shares (2.9%), and Insight Partners Holdings Focus-H, L.P. with 2,272,723 shares (2.3%).
Does the Hawkeye 360 (HAWK) Schedule 13G state that the Insight entities form a group?
The reporting persons filed jointly because they may be deemed to constitute a “group” under Section 13(d)(3) of the Exchange Act, but they expressly disclaim membership in a group and state the report should not be deemed an admission of group status.
Do the Insight entities admit beneficial ownership of all Hawkeye 360 (HAWK) shares referenced?
Entities such as IA XII, IA XII Ltd, IA EU XII, Satellite GP, Warehouse GP, IVM, Falcon LP, Falcon Ltd, and Holdings state that their beneficial ownership is only that which they may be deemed to have, and they explicitly disclaim being beneficial owners of shares held of record by the various Insight funds.
Who signed the Hawkeye 360 (HAWK) Schedule 13G for the Insight reporting persons?
The Schedule 13G was signed by John Weinstein as Authorized Officer for each reporting person, with signatures dated August 14, 2026 across the listed Insight entities.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Hawkeye 360, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
420201105
(CUSIP Number)
06/30/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Holdings Group, LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,163,523.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,163,523.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,163,523.00
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)
14.5 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Partners XII, L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,290,964.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,290,964.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,290,964.00
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)
3.4 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Partners XII (Co-Investors), L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
9,233.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
9,233.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,233.00
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)
0 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Partners XII (Co-Investors) (B), L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
135,479.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
135,479.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
135,479.00
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)
0.1 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Partners (Cayman) XII, L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,606,612.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,606,612.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,606,612.00
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)
4.7 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Partners (Delaware) XII, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
273,510.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
273,510.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
273,510.00
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)
0.3 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Partners (EU) XII, S.C.Sp
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
LUXEMBOURG
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
752,279.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
752,279.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
752,279.00
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)
0.8 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Satellite Co-Invest, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,822,723.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,822,723.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,822,723.00
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)
2.9 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
CUSIP Number(s):
420201105
1
Names of Reporting Persons
Insight Partners Holdings Focus-H, L.P.
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,272,723.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,272,723.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,272,723.00
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)
2.3 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Calculations are based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Hawkeye 360, Inc.
(b)
Address of issuer's principal executive offices:
450 Springpark Place, Suite 500, Herndon, VA 20170
Item 2.
(a)
Name of person filing:
This Statement is being filed by the following persons (each a "Reporting Person" and, collectively, the "Reporting Persons"): (i) Insight Partners XII, L.P. ("IP XII"); (ii) Insight Partners XII (Co-Investors), L.P. ("IP XII Co-Investors"); (iii) Insight Partners XII (Co-Investors) (B), L.P. ("IP XII Co-Investors B"); (iv) Insight Partners (Cayman) XII, L.P. ("IP Cayman XII"); (v) Insight Partners (Delaware) XII, L.P. ("IP Delaware XII"); (vi) Insight Partners (EU) XII, S.C.Sp.("IP EU XII"); (vii) Insight Satellite Co-Invest, L.P. ("Satellite LP"); (viii) Insight Partners Holdings Focus-H, L.P. ("IP Focus-H"); and (ix) Insight Holdings Group, LLC ("Holdings").
The general partner of each of IP XII, IP XII Co-Investors, IP XII Co-Investors B, IP Cayman XII and IP Delaware XII is Insight Associates XII, L.P. ("IA XII"), whose general partner is Insight Associates XII, Ltd. ("IA XII Ltd"). The general partner of IP EU XII is Insight Associates (EU) XII, S.a.r.l. ("IA EU XII"). IP XII is the managing member of Insight Satellite Co-Invest GP, LLC ("Satellite GP"), which is the general partner of Satellite LP. Insight Falcon Associates, Ltd. ("Falcon Ltd") is the general partner of Insight Falcon Partners (A), L.P. ("Falcon LP"), which is the sole member of Insight Venture Management, LLC ("IVM"), which is the sole member of Insight Partners Warehouse GP, LLC ("Warehouse GP"), which is the general partner of IP Focus-H. The sole shareholder of IA XII Ltd, IA EU XII, and Falcon Ltd is Holdings.
(b)
Address or principal business office or, if none, residence:
c/o Insight Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.
(c)
Citizenship:
See Item 2(a).
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP Number(s):
420201105
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:
The information required by Item 4(a) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person. The percentages set forth in this Schedule 13G are calculated based upon 97,965,552 shares of Common Stock of the Issuer outstanding as of August 10, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026.
(b)
Percent of class:
The information required by Item 4(b) is set forth in Row 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c) is set forth in Rows 5-11 of the cover pages hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
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.
As the general partner of IP XII, IP XII Co-Investors, IP XII Co-Investors B, IP Cayman XII and IP Delaware XII, IA XII may be deemed to beneficially own all 8,315,798 shares of Common Stock held directly by the IP XII Funds. As the general partner of IA XII, IA XII Ltd may be deemed to beneficially own all 8,315,798 shares of Common Stock held directly by the IP XII Funds. As the general partner of IP EU XII, IA EU XII may be deemed to beneficially own all 752,279 shares of Common Stock held directly by IP EU XII. As the managing member of Satellite GP, IP XII may be deemed to beneficially own all 2,822,723 shares of Common Stock held directly by Satellite LP. As the general partner of Satellite LP, Satellite GP may be deemed to beneficially own all 2,822,723 shares of Common Stock held directly by Satellite LP. As the general partner of IP Focus-H, Warehouse GP may be deemed to beneficially own all 2,272,723 shares of Common Stock held directly by IP Focus-H. As the sole member of Warehouse GP, IVM may be deemed to beneficially own all 2,272,723 shares of Common Stock held directly by IP Focus-H. As the sole member of IVM, Falcon LP may be deemed to beneficially own all 2,272,723 shares of Common Stock held directly by IP Focus-H. As the general partner of Falcon LP, Falcon Ltd may be deemed to beneficially own all 2,272,723 shares of Common Stock held directly by IP Focus-H. As the sole shareholder of IA XII Ltd, IA EU XII and Falcon Ltd, Holdings may be deemed to beneficially own all 8,315,798 shares of Common Stock held directly by the IP XII Funds, all 752,279 shares of Common Stock held directly by IP EU XII, all 2,822,723 shares of Common Stock held directly by Satellite LP and all 2,272,723 shares of Common Stock held directly by IP Focus-H. The foregoing is not an admission by IA XII, IA XII Ltd, IA EU XII, Satellite GP, Warehouse GP, IVM, Falcon LP, Falcon Ltd or Holdings that it is the beneficial owner of the shares held of record by the IP XII Funds, IP EU XII, Satellite LP or IP Focus-H, nor is it an admission by any of the IP XII Funds, IP EU XII, Satellite LP or IP Focus-H that it is the beneficial owner of any shares of Common Stock held by the other of the IP XII Funds, IP EU XII, Satellite LP or IP Focus-H.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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.
The Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The agreement among the Reporting Persons to file jointly in accordance with Rule 13d-1(k) of the Exchange Act is attached hereto as Exhibit 99.1. The Reporting Persons disclaim membership in a group and this report shall not be deemed an admission by any of the Reporting Persons that they are or may be members of a "group" for purposes of Rule 13d-5 or for any other purpose.
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
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.
