Toggle SGML Header (+)


Section 1: SC 13G (SC 13G)

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

AAC Holdings, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

000307108

(CUSIP Number)

November 30, 2018

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

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).

 


 

CUSIP No. 000307108

 

 

1.

Names of Reporting Persons
Steven D. Lebowitz

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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
225,000(1) (2)

 

6.

Shared Voting Power
1,007,361(1) (3)

 

7.

Sole Dispositive Power
225,000(1) (2)

 

8.

Shared Dispositive Power
1,007,361(1) (3)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,232,361(1) (2) (3)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.0%(4)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


(1)         The number of shares reported as beneficially owned as of November 30, 2018.

 

(2)         This number includes shares held by Lebowitz RCT, L.P., a limited partnership whose general partner’s (Lebowitz RCT, Inc.) sole director is Mr. Lebowitz.

 

(3)         This number includes shares held by the Lebowitz Family Trust — 1986, dated October 7, 1986, as amended (the “Trust”), a revocable living trust over which Mr. Lebowitz serves as a co-trustee.

 

(4)         As of the date of this filing, based on 24,602,355 shares of Common Stock, $0.001 par value per share (“Common Stock”), of AAC Holdings, Inc. (the “Issuer”) outstanding as of November 2, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018 filed with the U.S. Securities and Exchange Commission on November 6, 2018.

 

2


 

CUSIP No. 000307108

 

 

1.

Names of Reporting Persons
Deborah P. Lebowitz

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

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

 

6.

Shared Voting Power
1,007,361(1) (2)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,007,361(1) (2)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,007,361(1) (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
4.1%(3)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


(1)         The number of shares reported as beneficially owned as of November 30, 2018.

 

(2)         This number includes shares held by the Trust, a trust over which Mrs. Lebowitz serves as a co-trustee.

 

(3)         As of the date of this filing, based on 24,602,355 shares of Common Stock outstanding as of November 2, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018 filed with the U.S. Securities and Exchange Commission on November 6, 2018.

 

3


 

CUSIP No. 000307108

 

 

1.

Names of Reporting Persons
Lebowitz RCT, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
225,000(1)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
225,000(1)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
225,000(1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.9%(2)

 

 

12.

Type of Reporting Person (See Instructions)
PN

 


(1)         The number of shares reported as beneficially owned as of November 30, 2018.

 

(2)         As of the date of this filing, based on 24,602,355 shares of Common Stock outstanding as of November 2, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018 filed with the U.S. Securities and Exchange Commission on November 6, 2018.

 

4


 

CUSIP No. 000307108

 

 

1.

Names of Reporting Persons
Lebowitz RCT, Inc.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
225,000(1)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
225,000(1)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
225,000(1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.9%(2)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 


(1)         The number of shares reported as beneficially owned as of November 30, 2018.

 

(2)         As of the date of this filing, based on 24,602,355 shares of Common Stock outstanding as of November 2, 2018, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018 filed with the U.S. Securities and Exchange Commission on November 6, 2018.

 

5


 

Item 1.

 

(a)

Name of Issuer
AAC Holdings, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
200 Powell Place

Brentwood, TN 37027

 

Item 2.

 

(a)

Name of Person Filing
Steven D. Lebowitz

Deborah P. Lebowitz

Lebowitz RCT, L.P.

Lebowitz RCT, Inc.

 

(b)

Address of Principal Business Office or, if none, Residence
1333 Second Street, Suite 650

Santa Monica, CA 90401

 

(c)

Citizenship
Steven D. Lebowitz – United States

Deborah P. Lebowitz – United States

Lebowitz RCT, L.P. – California

Lebowitz RCT, Inc. – California

 

(d)

Title of Class of Securities
Common Stock, $0.001 par value per share

 

(e)

CUSIP Number
000307108

 

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)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

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)

o

A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§ 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

 

6


 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

Steven D. Lebowitz: 1,232,361

Deborah P. Lebowitz: 1,007,361

Lebowitz RCT, L.P.: 225,000

Lebowitz RCT, Inc.: 225,000

 

(b)

Percent of class:   

Steven D. Lebowitz: 5.0%

Deborah P. Lebowitz: 4.1%

Lebowitz RCT, L.P.: 0.9%

Lebowitz RCT, Inc.: 0.9%

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

Steven D. Lebowitz: 225,000

Deborah P. Lebowitz: 0

Lebowitz RCT, L.P.: 0

Lebowitz RCT, Inc.: 0

 

 

(ii)

Shared power to vote or to direct the vote    

Steven D. Lebowitz: 1,007,361

Deborah P. Lebowitz: 1,007,361

Lebowitz RCT, L.P.: 225,000

Lebowitz RCT, Inc.: 225,000

 

 

(iii)

Sole power to dispose or to direct the disposition of   

Steven D. Lebowitz: 225,000

Deborah P. Lebowitz: 0

Lebowitz RCT, L.P.: 0

Lebowitz RCT, Inc.: 0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

Steven D. Lebowitz: 1,007,361

Deborah P. Lebowitz: 1,007,361

Lebowitz RCT, L.P.: 225,000

Lebowitz RCT, Inc.: 225,000

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

N/A

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

N/A

 

Item 8.

Identification and Classification of Members of the Group

 

See Exhibit B.

 

Item 9.

Notice of Dissolution of Group

 

N/A

 

7


 

Item 10.

Certification

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.

 

Steven D. Lebowitz

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Deborah P. Lebowitz

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Lebowitz RCT, L.P.

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Lebowitz RCT, Inc.

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Date: December 4, 2018

 

 

 

ATTENTION

 

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

 

8


 

Exhibit List

 

Exhibit A.

Joint Filing Agreement.

 

 

Exhibit B.

Item 8 Statement.

 

 

Exhibit C.

Power of Attorney.

 

9


(Back To Top)

Section 2: EX-99.A (EX-99.A)

Exhibit A

 

Joint Filing Agreement

 

The undersigned agree and consent to the joint filing on their behalf of this Schedule 13G, and all amendments thereto, relating to the Common Stock, $0.001 par value per share, of AAC Holdings, Inc.

 

Steven D. Lebowitz

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Deborah P. Lebowitz

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Lebowitz RCT, L.P.

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Lebowitz RCT, Inc.

 

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

Date: December 4, 2018

 

 


(Back To Top)

Section 3: EX-99.B (EX-99.B)

Exhibit B

 

Item 8 Statement

 

Due to the relationships amongst them, all of the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.

 


(Back To Top)

Section 4: EX-99.C (EX-99.C)

Exhibit C

 

POWER OF ATTORNEY

 

Each of the undersigned hereby constitutes and appoints Andrew Collins as the undersigned’s true and lawful authorized representative and attorney-in-fact to execute for, and on behalf of, the undersigned and to file with the U.S. Securities and Exchange Commission and any other authority: (1) any Forms 3, 4 and 5, and any amendments thereto, in accordance with Section 16(a) of the Securities and Exchange Act of 1934, as amended (the “1934 Act”), and the rules promulgated thereunder; and (2) any Schedules 13D and Schedules 13G, and any amendments thereto, in accordance with Section 13 of the 1934 Act and the rules promulgated thereunder, in each case with respect to any securities of AAC Holdings, Inc. (and any successor thereto).

 

Each of the undersigned hereby grants to such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  Each of the undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 16 or Section 13 or any other provision of the 1934 Act.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file any Forms 3, 4 and 5 or Schedules 13D or Schedules 13G with respect to any securities of AAC Holdings, Inc. (or any successor thereto), unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

 

IN WITNESS WHEREOF, the undersigned have caused this Power of Attorney to be executed as of December 4, 2018.

 

/s/ Steven D. Lebowitz

 

/s/ Andrew Collins

Steven D. Lebowitz

 

Andrew Collins, Attorney-In-Fact

 

 

 

/s/ Deborah P. Lebowitz

 

 

Deborah P. Lebowitz

 

 

 

 

 

 

 

 

Lebowitz RCT, Inc.

 

 

 

 

 

By:

/s/ Steven D. Lebowitz

 

 

Name:

Steven D. Lebowitz

 

 

Its:

President

 

 

 

 

 

 

 

 

Lebowitz RCT, L.P.

 

 

 

 

 

By:

Lebowitz RCT, Inc.

 

 

 

 

 

 

By:

/s/ Steven D. Lebowitz

 

 

 

Name:

Steven D. Lebowitz

 

 

 

Its:

President

 

 

 


(Back To Top)