UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
WM Technology, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
92971A109
(CUSIP Number)
July 20, 2021
(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)
[X ] 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 disclosures provided in a prior cover page.
The information required on 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. 92971A109
13G
Page 2 of 9 Pages
1.
NAMES OF REPORTING PERSONS OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Pura Vida Investments, LLC
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) [ ]
(b) [ x ]
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
3,200,000*
7.
SOLE DISPOSITIVE POWER
0
8.
SHARED DISPOSITIVE POWER
3,200,000*
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,200,000*
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) [ ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.02%**
12.
TYPE OF REPORTING PERSON (see instructions)
IA
CUSIP No. 92971A109
13G
Page 3 of 9 Pages
1.
NAMES OF REPORTING PERSONS OR
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Efrem Kamen
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) [ ]
(b) [ x ]
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
0
6.
SHARED VOTING POWER
3,200,000*
7.
SOLE DISPOSITIVE POWER
0
8.
SHARED DISPOSITIVE POWER
3,200,000*
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,200,000*
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) [ ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.02%**
12.
TYPE OF REPORTING PERSON (see instructions)
IN, HC
CUSIP No. 92971A109
13G
Page 4 of 9 Pages
Item 1.
(a)
Name of Issuer
WM Technology Inc.
(b)
Address of Issuer's Principal Executive Offices
41 Discovery
Irvine, CA 92618
United States
Item 2.
(a)
Name of Person Filing
Pura Vida Investments, LLC
Efrem Kamen
(collectively, the "Filers").
(b)
The address of the principal place of the Filers is located at:
Pura Vida Investments, LLC
150 East 52nd Street Suite 32001
New York, New York 10022
(c)
For citizenship of Filers, see Item 4 of the cover sheet for each Filer.
(d)
Title of Class of Securities
Common Stock
(e)
CUSIP Number
92971A109
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)
[ ]
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)
[ ]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
[ ]
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)
[ ]
Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e)
[X]
An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
CUSIP No. 92971A109
13G
Page 5 of 9 Pages
(g)
[ ]
A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h)
[ ]
A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i)
[ ]
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)
[ ]
Group, in accordance with 240.13d-1(b)(1)(ii)(J).
CUSIP No. 92971A109
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Page 6 of 9 Pages
Item 4. Ownership.
(a) Amount beneficially owned:
Pura Vida Investments, LLC 3,200,000* shares
Efrem Kamen 3,200,000* shares
(b) Percent of class:
Pura Vida Investments, LLC 5.02%**
Efrem Kamen 5.02%**
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
0
(ii) Shared power to vote or to direct the vote
Pura Vida Investments, LLC 3,200,000* shares
Efrem Kamen 3,200,000* shares
(iii) Sole power to dispose or to direct the disposition of
0
(iv) Shared power to dispose or to direct the disposition of
Pura Vida Investments, LLC 3,200,000* shares
Efrem Kamen 3,200,000* shares
*Shares reported herein are held by Pura Vida Master Fund, Ltd.
(the 'Pura Vida Master Fund'), and certain separately managed accounts
(the 'Accounts'). Pura Vida Investments, LLC ('PVI') serves as the
investment manager to the Pura Vida Master Fund and the Accounts.
Efrem Kamen serves as the managing member of PVI.
By virtue of these relationships, the Reporting Persons may be deemed to have
shared voting and dispositive power with respect to the Shares owned directly
by the Pura Vida Master Fund and the Accounts. This report shall not be deemed
an admission that the Reporting Persons are beneficial owners of the Shares
for purposes of Section 13 of the Securities Exchange Act of 1934, as amended,
or for any other purpose. Each of the Reporting Persons disclaims beneficial
ownership of the Shares reported herein except to the extent of the
Reporting Person's pecuniary interest therein.
**The percentages herein are calculated based on 63,738,563 shares of the
Issuer's Class A Common Stock outstanding as of July 20, 2021, as reported in
the Issuer's Prospectus filed with the Securities and Exchange Commission
on July 20, 2021.
Item 5. Ownership of Five Percent or Less of a Class.
N/A
CUSIP No. 92971A109
13G
Page 7 of 9 Pages
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.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
CUSIP No. 92971A109
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Page 8 of 9 Pages
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.
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: July 30, 2021
Pura Vida Investments, LLC
________________________________________
By: /s/ Efrem Kamen, Managing Member
CUSIP No. 92971A109
13G
Page 9 of 9 Pages
EXHIBIT A
AGREEMENT REGARDING JOINT FILING
OF STATEMENT ON SCHEDULE 13D OR 13G
The undersigned hereby consent and agree to file a joint statement on
Schedule 13G under the Securities Exchange Act of 1934, as amended, with
respect to the Common Stock of WM Technology Inc. beneficially owned by them,
together with any or all amendments thereto, when and if appropriate.
The parties hereto further consent this Statement pursuant to Rule
13d-1(k)(1)(iii) as an exhibit to Schedule 13G, thereby
incorporating the same into such Schedule 13G.
Dated: July 30, 2021
Pura Vida Investments, LLC
By: /s/ Efrem Kamen, Managing Member