Welcome to our dedicated page for 180 Degree Capital SEC filings (Ticker: TURN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Struggling to track Net Asset Value swings or pinpoint when TURN鈥檚 managers buy more stock? 180 Degree Capital鈥檚 disclosures span traditional 10-K/10-Q reports, specialised investment-company statements, and a steady stream of Form 4 insider filings. Navigating that mix is time-consuming and easy to misread.
Stock Titan solves the problem. Our AI reads every document the moment it posts to EDGAR, turns dense language into clear takeaways, and links each number to the table it came from. Whether you need 180 Degree Capital insider trading Form 4 transactions or the latest 180 Degree Capital quarterly earnings report 10-Q filing, the page below delivers real-time access plus plain-English context.
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Save hours, reduce errors, and make better calls on TURN鈥檚 constructive-activism strategy鈥攁ll from one AI-powered filings hub.
Schedule 13D/A (Amendment No. 2) 鈥� 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鈥檚 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 鈥� e.g., Marlton Partners invested roughly $628.8 k, ATG Fund II ~$993.9 k and Mr. Gliksberg ~$303.5 k 鈥� 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.
Amendment No. 1 to Schedule 13D reveals that a newly consolidated activist group鈥攃omprising Marlton Partners, ATG Fund II, related management entities, and three individuals鈥攏ow reports beneficial ownership of 528,901 TURN shares (鈮� 5.3 % of shares outstanding). The holdings are split among Marlton Partners (1.7 %), ATG Fund II (3.0 %), Gabriel D. Gliksberg (0.5 %) and Aaron T. Morris (0.1 %). The group has invested roughly US $1.85 million in aggregate, financed with working capital and personal funds.
The filing escalates the group鈥檚 activism: on 30 Jun 2025 Marlton Partners submitted an update & resubmission letter reaffirming nominations of James C. Elbaor, Gabriel D. Gliksberg and Aaron T. Morris and adding Andrew M. Greenberg for election to 180 Degree Capital鈥檚 board at a special shareholder meeting on 15 Sep 2025. To coordinate the proxy effort the parties executed an Amended & Restated Group Agreement (7 Jul 2025) that supersedes the December 2024 pact and assigns expense responsibility to Marlton.
No reporting person has faced criminal or civil securities violations in the past five years. The group expressly disclaims beneficial ownership of shares not directly held, but may be deemed a Section 13(d) 鈥済roup.鈥�
Key takeaways for investors:
- Activist stake meets the 5 % threshold, signalling intent to influence strategy and governance.
- Four-person slate could shift board composition if the proxy campaign succeeds, creating a potential value-creation catalyst.
- Ownership remains relatively small, which may limit influence absent broader shareholder support.
- Next decisive date is the 15 Sep 2025 special meeting; expect heightened engagement and possible short-term share-price volatility.
180 Degree Capital (NASDAQ:TURN) filed additional proxy soliciting materials (DEFA14A) indicating its special shareholders鈥� meeting for the sole purpose of electing directors is now set for September 15, 2025. The rescheduling follows discussions with the shareholder group that issued a June 17, 2025 demand letter and is intended to limit expenses and preserve net asset value while the company pursues its all-stock merger with Mount Logan Capital. TURN believes required regulatory approvals will be secured and the merger closed before the new meeting date. The company also agreed to give the dissident group at least five days鈥� notice before filing preliminary proxy materials, and the group agreed not to file competing materials first. No financial data or changes to merger terms were disclosed.
180 Degree Capital Corp. (NASDAQ:TURN) filed additional proxy soliciting materials (DEFA14A) announcing that, in response to a shareholder Demand Letter dated June 17, 2025, it will convene a Director Election Special Meeting on August 18, 2025. The Board has set a tentative record date of July 18, 2025 and is requesting proof that the demanding shareholders owned the requisite stake on the demand date due to affidavit timing discrepancies.
Management explains that it had not planned to hold a 2025 annual meeting in order to reduce expenses ahead of the proposed all-stock merger with Mount Logan Capital Inc. ("Business Combination"). CEO Kevin Rendino reiterates that combining with Mount Logan's larger balance sheet and credit platform could transform TURN's NAV from a valuation ceiling to a floor, potentially enhancing long-term shareholder value. President Daniel Wolfe states that the amended preliminary joint proxy statement/prospectus filed on June 12, 2025 addresses SEC comments and that the companies are making "material progress" toward regulatory clearance.
The filing repeats standard reminders that investors should read forthcoming proxy materials and registration statements in full and highlights the forward-looking risks inherent in the transaction, including regulatory approvals, integration challenges and market reaction.
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