Smith Douglas Homes Corp. received an amended beneficial ownership report showing that former institutional holder 12 West Capital Management LP and its managing member, Joel Ramin, now report 0 shares of Class A common stock, representing 0% of the class as of 12/31/2025.
The filers confirm they own 5% or less of the stock and state that the securities referenced were not acquired and are not held for the purpose of changing or influencing control of the company.
Positive
None.
Negative
None.
Insights
Key institutional holder reports Smith Douglas stake at 0%.
The filing shows 12 West Capital Management LP and Joel Ramin now report no beneficial ownership in Smith Douglas Homes Corp. Class A shares, listing 0 shares and 0% of the class, and confirming ownership of 5% or less.
This indicates that a prior significant shareholder has reduced its position below the 5% reporting threshold. The filers also certify the holdings are not for changing or influencing control, which aligns with a passive investment stance under Schedule 13G/A.
Future ownership updates, if any, would appear in subsequent beneficial ownership filings should their stake again exceed reporting thresholds.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Smith Douglas Homes Corp.
(Name of Issuer)
Class A Common Stock, par value $0.0001 per share
(Title of Class of Securities)
83207R107
(CUSIP Number)
12/31/2025
(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.
83207R107
1
Names of Reporting Persons
12 West Capital Management LP
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
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
IA, PN
SCHEDULE 13G
CUSIP No.
83207R107
1
Names of Reporting Persons
Joel Ramin
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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Smith Douglas Homes Corp.
(b)
Address of issuer's principal executive offices:
110 Village Trail, Suite 215, Woodstock, GA 30188
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) 12 West Capital Management LP ("12 West Management"), a Delaware limited partnership, and the investment manager to 12 West Capital Fund LP, a Delaware limited partnership, and 12 West Capital Offshore Fund LP, a Cayman Islands exempted limited partnership ("12 West Funds"), with respect to the shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), of Smith Douglas Homes Corp. that were directly held by the 12 West Funds; and
(ii) Mr. Joel Ramin ("Mr. Ramin"), the managing member of 12 West Capital Management, LLC, the general partner of 12 West Management, with respect to the shares of Class A Common Stock that were directly held by the 12 West Funds.
The foregoing persons are hereinafter sometimes each referred to as a "Reporting Person" and collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any Reporting Person is, for purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is 475 Tenth Avenue, 14th Floor, New York, NY 10018.
(c)
Citizenship:
12 West Management is a Delaware limited partnership. Mr. Ramin is a United States citizen.
(d)
Title of class of securities:
Class A Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
83207R107
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 Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(b)
Percent of class:
0%
(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)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 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 or Control Person.
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.
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.
12 West Capital Management LP
Signature:
/s/ Joel Ramin
Name/Title:
By: 12 West Capital Management, LLC, General Partner, By: Joel Ramin, Managing Member
What does the latest Schedule 13G/A show for Smith Douglas Homes Corp. (SDHC)?
The latest Schedule 13G/A shows 12 West Capital Management LP and Joel Ramin now report beneficial ownership of 0 shares of Smith Douglas Homes Corp. Class A stock, representing 0% of the outstanding class as of 12/31/2025.
Who are the reporting persons in this Smith Douglas Homes (SDHC) Schedule 13G/A?
The reporting persons are 12 West Capital Management LP, a Delaware investment adviser, and Joel Ramin, a United States citizen and managing member of the general partner of 12 West Capital Management, reporting on Smith Douglas Homes Corp. Class A common stock.
How many Smith Douglas Homes (SDHC) shares does 12 West Capital report owning?
12 West Capital Management LP reports beneficial ownership of 0.00 shares of Smith Douglas Homes Corp. Class A common stock. The cover pages list 0 for voting and dispositive power and an aggregate beneficial ownership of 0.00 shares.
What percentage of Smith Douglas Homes (SDHC) does 12 West Capital currently own?
The filing states that 12 West Capital Management LP and Joel Ramin beneficially own 0% of Smith Douglas Homes Corp. Class A common stock. Item 4(b) and the cover pages both show the percent of class represented by their holdings as 0%.
Is 12 West Capital still a 5% beneficial owner of Smith Douglas Homes (SDHC)?
No. The Schedule 13G/A indicates ownership of 5 percent or less of the class. Item 5 confirms they now own 5% or less, with aggregate beneficial ownership reported as 0 shares and 0% of Smith Douglas Homes Corp. Class A stock.
Does 12 West Capital seek to influence control of Smith Douglas Homes (SDHC)?
The certification states the securities were not acquired and are not held to change or influence control of Smith Douglas Homes Corp. It also specifies they are not held in connection with any control-related transaction, other than activities tied to director nominations under the cited rule.
