AgEagle Aerial Systems Inc.

SC 13G/A 1 ea0218877-13ga1reda_ageagle.htm AMENDMENT NO. 1 TO SCHEDULE 13G

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No.1)*

| AgEagle
Aerial Systems, Inc. |
| --- |
| (Name
of Issuer) |

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

00848K309
(CUSIP
Number)

September 30, 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).

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| CUSIP
No. 00848K309 | |
| --- | --- |
| (1) | Names
of reporting persons |
| | Joseph
Reda |
| ( 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: | Sole
voting power |
| --- | --- |
| | 0 |
| ( 6) | Shared
voting power |
| ( 7) | Sole
dispositive power |
| | 0 |
| ( 8) | Shared
dispositive power |

| ( 9) | Aggregate
amount beneficially owned by each reporting person |
| --- | --- |
| | 0 |
| ( 10) | Check
if the aggregate amount in Row (9) excludes certain shares (see instructions) |
| ( 11) | Percent
of class represented by amount in Row (9) |
| | 0%
(1) |
| ( 12) | Type
of reporting person (see instructions) |
| | IN |

(1) Based on 2,887,547 shares of Common Stock of the Issuer outstanding as of October 28, 2024.

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ITEM 1(A) NAME OF ISSUER: AgEagle Aerial Systems, Inc.

ITEM 1(B) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:

8863 East 34th Street North

Wichita, KS 67226

ITEM 2 (A) NAME OF PERSON FILING: Joseph Reda

ITEM 2 (B) ADDRESS OR PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

1324 Manor Circle

Pelham, NY 10803

ITEM 2 (C) CITIZENSHIP: United States

ITEM 2 (D) TITLE OF CLASS OF SECURITIES: Common Stock, par value $0.001 per share

ITEM 2 (E) CUSIP NO.: 00848K309

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);

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

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

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

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

(k) ☐ 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:

ITEM 4. OWNERSHIP

(a) Amount beneficially owned: 0

(b) Percent of class: 0%

(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

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

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

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.

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

N/A

ITEM 9. NOTICE OF DISSOLUTION OF GROUP.

N/A

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-11.

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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:	10/28/24
Signature.	/s/
Joseph Reda
Name/Title.	Joseph
Reda

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