SC 13G/A 1 tm58.htm

_________________________

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________________

SCHEDULE 13G/A

(Amendment No. 4)*

Under the Securities Exchange Act of 1934

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PATRIOT TRANSPORTATION HOLDING, INC.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

70338W105

(CUSIP Number)

Matt McNulty

Chief Financial Officer and Chief Operating Officer

200 W Forsyth Street

7th Floor

Jacksonville, FL 32202

(904) 858-9163

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 21, 2023

(Date of Event which Requires Filing of this Statement)

_________________________

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

[X] 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).

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SCHEDULE 13G/A

CUSIP NO. 70338W105

1.	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) CLB 1965 LLC
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
	6.	Shared Voting Power 0
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions) ☐
11.	Percent of Class Represented by Amount in Row (11) 0%
12.	Type of Reporting Person (see Instructions) OO

SCHEDULE 13G/A

CUSIP NO. 70338W105

1.	Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Cynthia P. Ogden
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
	6.	Shared Voting Power 0
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 0
9.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
10.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see Instructions) ☐
11.	Percent of Class Represented by Amount in Row (11) 0%
12.	Type of Reporting Person (see Instructions) IN

SCHEDULE 13G/A

CUSIP No. 70338W105

ITEM 1.

	(a)	The name of the Issuer is Patriot Transportation Holding, Inc.
	(b)	The principal executive office of the Issuer is located at 200 West Forsyth Street, 7th Floor, Jacksonville, Florida 32202.

ITEM 2.

(a)	Name of person filing: This Schedule 13G/A is filed jointly by CLB 1965 LLC and Cynthia P. Ogden, the sole manager of CLB 1965 LLC (together, the “Reporting Persons”).
(b)	Address of principal business office: 1165 5th Avenue, #10-D, New York, NY 10029.
(c)	Citizenship: CLB 1965 LLC is organized under the laws of the State of Delaware. Cynthia P. Ogden is a citizen of the United States.
(d)	Title of class of securities: common stock of the Issuer, par value $0.10 per share.
(e)		CUSIP number: 70338W105.

ITEM 3.

Not applicable

ITEM 4.

(a) Amount beneficially owned: 0

(b) Percent of class: 0%

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 0

SCHEDULE 13G/A

CUSIP No. 70338W105

ITEM 5. Ownership of 5 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 5 percent of the class of securities, check the following ☒.

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-1

SIGNATURES

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.

Date: December 21, 2023

CLB 1956 LLC

/s/ Cynthia P. Ogden

Cynthia P. Ogden, its Manager

/s/ Cynthia P. Ogden

Cynthia P. Ogden

SEC Form SC 13G/A filed by Patriot Transportation Holding Inc. (Amendment)