180 Degree Capital Corp SEC Filings

Daniel B. Wolfe, reporting person, reported a disposition of 252,000 shares of 180 Degree Capital Corp. (TURN) with a transaction date of 09/12/2025. The filing shows the shares were disposed in connection with an all‑stock merger between 180 Degree Capital and Mount Logan Capital Inc., under which Issuer shares were exchanged at a ratio of 0.56666201 Issuer shares for one New Mount Logan share. The form states the Reporting Person did not sell Issuer shares in the merger and, upon consummation, ceased to be a Director and Executive Officer of 180 Degree Capital. The Form 4 is signed 09/16/2025.

Robert E. Bigelow III, a reporting person for 180 Degree Capital Corp. (TURN), reported a disposition of 133,005 shares of the issuer's common stock on 09/12/2025. The Form 4 states the shares were exchanged in connection with an all-stock merger with Mount Logan Capital Inc., at an exchange ratio of 0.56666201 issuer shares for one New Mount Logan share. The filing notes no sales of the issuer's shares occurred as part of the merger and that the reporting person ceased to be a director and executive officer of 180 Degree Capital upon closing.

A reporting person, Alicia M. Gift, disposed of her direct holdings of 45,465 shares of 180 Degree Capital Corp. (TURN) on 09/12/2025 as part of an all-stock merger with Mount Logan Capital Inc. Under the merger, each TURN share was exchanged at a ratio of 0.56666201 TURN shares for one share of the surviving company, New Mount Logan. The Form 4 clarifies no open-market sales of TURN shares occurred in connection with the merger. Following the merger, the reporting person no longer owned shares of the issuer and ceased to be an officer of 180 Degree Capital.

180 Degree Capital Corp. insider reported a disposition tied to a merger. The filer, Brandom Stacy, reported on 09/12/2025 a disposition of 18,705 shares of common stock of 180 Degree Capital Corp. (TURN) under a code S transaction. The disposition occurred in conjunction with an all-stock merger with Mount Logan Capital Inc., where shares of 180 Degree were exchanged for New Mount Logan common stock at a ratio of 0.56666201:1. The filing notes no open-market sales by the reporting person in connection with the merger. After consummation, the reporting person ceased to be a director of 180 Degree Capital.

Richard P. Shanley reported a disposition of 30,575 shares of 180 Degree Capital Corp. (TURN) on 09/12/2025 related to an all‑stock merger with Mount Logan Capital Inc.

The filing states the issuer's shares were exchanged in the merger for shares of the surviving company, New Mount Logan, at a ratio of 0.56666201 shares of the issuer for one share of New Mount Logan. The reported disposition leaves the reporting person with 0 shares of the issuer, and the filer notes that no sales of the issuer's shares occurred in connection with the merger. Upon closing, the reporting person ceased to be a director of 180 Degree Capital.

180 Degree Capital Corp. (TURN) reporting person Weil Parker Anders recorded a disposition of 11,033 shares of the issuer on 09/12/2025. The filing states the disposition occurred in conjunction with an all-stock merger with Mount Logan Capital Inc., in which each share of the issuer was exchanged for 0.56666201 shares of the surviving company, New Mount Logan. No open-market sale of TURN shares by the reporting person occurred; the shares were exchanged under the merger ratio. The filing also notes that upon closing of the merger the reporting person ceased to be a director of 180 Degree Capital.

Proxy solicitation by a group of investors disclosed their current holdings in 180 Degree Capital Corp. The Participants—Marlton Partners, Marlton, LLC, James C. Elbaor, Aaron T. Morris, Andrew M. Greenberg, Gabriel D. Gliksberg, ATG Fund II LLC and ATG Capital Management, LLC—state they will solicit proxies and provide proxy materials at no charge. The filing lists specific holdings: Marlton Partners beneficially owns 174,867 common shares; ATG Fund II owns 300,004 shares; Mr. Gliksberg personally owns 87,862 shares; Mr. Morris owns 10,670 shares; and Mr. Greenberg owns 10,000 shares. Collectively the Participants may be deemed to beneficially own 583,403 common shares. Contact information for media and investor inquiries is provided.

Schedule 13D/A (Amendment No. 2) – 180 Degree Capital Corp. (NASDAQ: TURN)

On 07/11/2025 a group of eight related investors filed an amended Schedule 13D disclosing collective beneficial ownership of 565,525 common shares, or approximately 5.7% of TURN’s 10,000,141 shares outstanding (as of 01/15/2025). The filing formally aligns the parties under an Amended & Restated Group Agreement (Exhibit 99.2) and updates source-of-funds, ownership and transaction data.

Group composition: (i) Marlton Partners, L.P. (168,685 sh; 1.7%); (ii) its manager Marlton, LLC; (iii) James C. Elbaor; (iv) ATG Fund II LLC (300,004 sh; 3.0%); (v) its manager ATG Capital Management, LLC; (vi) Gabriel D. Gliksberg (individually 78,799 sh; total 3.8% when combined with ATG holdings); (vii) Aaron T. Morris (10,670 sh; 0.1%); and (viii) Andrew M. Greenberg (10,000 sh; 0.1%).

Capital deployed: Aggregate purchase costs were disclosed for each holder – e.g., Marlton Partners invested roughly $628.8 k, ATG Fund II ~$993.9 k and Mr. Gliksberg ~$303.5 k – funded mainly with working capital or personal funds (some purchases may involve brokerage margin).

Control attributes: Voting and dispositive power are largely shared within each sub-group (Marlton group and ATG group). No reporting person has been subject to criminal or civil securities violations in the past five years.

The Schedule 13D/A does not outline specific strategic intentions but signals that an organized investor group now meets the >5% reporting threshold, potentially providing them influence over future corporate actions.