UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
| Exagen Inc. |
| (Name of Issuer) |
| Common Stock, par value $0.001 per share |
| (Title of Class of Securities) |
| 30068X103 |
| (CUSIP Number) |
| December 12, 2024 |
| (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) |
*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. 30068X103 | SCHEDULE 13G | Page 2 of 9 |
| 1 |
NAME OF REPORTING PERSON
Hunt Holdings Limited Partnership |
|
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ |
| 3 |
SEC USE ONLY
|
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Texas |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
829,280 |
| 6 |
SHARED VOTING POWER
0 | |
| 7 |
SOLE DISPOSITIVE POWER
829,280 | |
| 8 |
SHARED DISPOSITIVE POWER
0 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
829,280 |
|
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.7% |
|
| 12 |
TYPE OF REPORTING PERSON
PN |
| CUSIP No. 30068X103 | SCHEDULE 13G | Page 3 of 9 |
| 1 |
NAME OF REPORTING PERSON
HuntVest, LLC |
|
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ |
| 3 |
SEC USE ONLY
|
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
829,280 |
| 6 |
SHARED VOTING POWER
0 | |
| 7 |
SOLE DISPOSITIVE POWER
829,280 | |
| 8 |
SHARED DISPOSITIVE POWER
0 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
829,280 |
|
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.7% |
|
| 12 |
TYPE OF REPORTING PERSON
OO |
| CUSIP No. 30068X103 | SCHEDULE 13G | Page 4 of 9 |
| 1 |
NAME OF REPORTING PERSON
Hunt Guaranty, Inc. |
|
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(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
829,280 |
| 6 |
SHARED VOTING POWER
0 | |
| 7 |
SOLE DISPOSITIVE POWER
829,280 | |
| 8 |
SHARED DISPOSITIVE POWER
0 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
829,280 |
|
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.7% |
|
| 12 |
TYPE OF REPORTING PERSON
CO |
| CUSIP No. 30068X103 | SCHEDULE 13G | Page 5 of 9 |
| 1 |
NAME OF REPORTING PERSON
Woody L. Hunt |
|
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐ (b) ☐ |
| 3 |
SEC USE ONLY
|
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
829,280 |
| 6 |
SHARED VOTING POWER
0 | |
| 7 |
SOLE DISPOSITIVE POWER
829,280 | |
| 8 |
SHARED DISPOSITIVE POWER
0 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
829,280 |
|
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.7% |
|
| 12 |
TYPE OF REPORTING PERSON
IN |
| CUSIP No. 30068X103 | SCHEDULE 13G | Page 6 of 9 |
| ITEM 1. | (a) | Name of Issuer: |
|
Exagen Inc. | ||
| (b) | Address of Issuer’s Principal Executive Offices: | |
| 1261 Liberty Way, Suite C | ||
| Vista, California 92081 | ||
| ITEM 2. | (a) | Name of Person Filing: |
| This statement is being filed on behalf of each of the following persons (each, a “Reporting Person” and collectively, the “Reporting Persons”): | ||
| (i) Hunt Holdings Limited Partnership (“Hunt Holdings LP”); | ||
| (ii) HuntVest, LLC (“HuntVest”), the general partner of Hunt Holdings LP; | ||
| (iii) Hunt Guaranty, Inc. (“Hunt Guaranty”), the sole member of HuntVest; and | ||
| (iv) Woody L. Hunt (“Mr.Hunt”), the majority shareholder of Hunt Guaranty. | ||
| (b) | Address of Principal Business Office, or if none, Residence: | |
| 601 N. Mesa Street, Suite 1900 | ||
| El Paso, TX 79901 | ||
| (c) | Citizenship: | |
| See row 4 of the cover page of each Reporting Person. | ||
| (d) | Title of Class of Securities: | |
| See cover page. | ||
| (e) | CUSIP Number: | |
| See cover page. | ||
| 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: | |
| Not applicable. | ||
| CUSIP No. 30068X103 | SCHEDULE 13G | Page 7 of 9 |
| ITEM 4. | OWNERSHIP | ||
| (a) | Amount beneficially owned: | ||
See row 9 of the cover page of each Reporting Person. | |||
| As of the date hereof, Hunt Holdings LP directly owns 829,280 shares of common stock, par value $0.001 per share (“Common Stock”) of the Issuer. Woody L. Hunt is the majority shareholder of Hunt Guaranty, which is the sole member of HuntVest, which is the general partner of Hunt Holdings LP. As a result, Mr. Hunt and each of the foregoing entities may be deemed to have an indirect beneficial ownership of the shares directly beneficially owned by Hunt Holdings LP. | |||
| Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Reporting Persons declare that filing this Schedule 13G shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Exchange Act, the beneficial owner of any Common Stock covered by this Schedule 13G except to the extent of such person’s direct ownership of such Common Stock, and except to the extent of such direct ownership, such beneficial ownership is expressly disclaimed by each Reporting Person. | |||
| (b) | Percent of class: | ||
The calculation of beneficial ownership percentage is based on 17,637,278 shares of Common Stock outstanding as of November 8, 2024, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission for the quarter ended September 30, 2024. | |||
| (c) | Name of Person Filing: | ||
| (i) | Sole power to vote or to direct the vote: | ||
| See row 5 of the cover page of each Reporting Person. | |||
| (ii) | Shared power to vote or to direct the vote: | ||
| See row 6 of the cover page of each Reporting Person. | |||
| (iii) | Sole power to dispose or to direct the disposition of: | ||
| See row 7 of the cover page of each Reporting Person. | |||
| (iv) | Shared power to dispose or to direct the disposition of: | ||
| See row 8 of the cover page of each Reporting Person. | |||
| CUSIP No. 30068X103 | SCHEDULE 13G | Page 8 of 9 |
| 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. ☒ | |
| ITEM 6. | OWNERSHIP OF MORE THAN FIVE 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. |
| 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. | CERTIFICATION. |
| Not applicable. |
Exhibit Index
| Exhibit 99.1 | Joint Filing Agreement, dated as of February 7, 2020, among Hunt Holdings Limited Partnership, HuntVest, LLC, Hunt Guaranty, Inc. and Woody L. Hunt. (Previously filed.) |
| CUSIP No. 30068X103 | SCHEDULE 13G | Page 9 of 9 |
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.
Dated: December 12, 2024
| HUNT HOLDINGS LIMITED PARTNERSHIP | |||
| By: | HuntVest, LLC, its general partner | ||
| By: | Hunt Guaranty, Inc., its sole member | ||
| By: | /s/ Matthew D. Hunt | ||
| Name: Matthew D. Hunt | |||
| Title: Managing Partner | |||
| HUNTVEST, LLC | |||
| By: | Hunt Guaranty, Inc., its sole member | ||
| By: | /s/ Matthew D. Hunt | ||
| Name: Matthew D. Hunt | |||
| Title: Managing Partner | |||
| HUNT GUARANTY, INC. | |||
| By: | /s/ Matthew D. Hunt | ||
| Name: Matthew D. Hunt | |||
| Title: Managing Partner | |||
| /s/ Paul D. Donnelly | ||
| Paul D. Donnelly, attorney-in-fact for Woody L. Hunt |