Rekor Systems, Inc. — Major Shareholding Notification 2021

Feb 4, 2021

SC 13G/A 1 formsc-13ga.htm

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. _2_)*

Rekor Systems Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

759419104

(CUSIP Number)

Robert Berman, 7172 Columbia Gateway Dr, Suite 400, Columbia MD 21046 410-762-0800

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

December 31, 2020

(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 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).

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CUSIP No. 759419104 13G Page 2 of 5 Pages

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| 1. | NAMES
OF REPORTING PERSONS I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Superius
Securities Group Inc Profit Sharing Plan (the “Plan”) 13-3127797 |
| --- | --- |
| 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 1,799,015 |
| --- | --- |
| 6. | SHARED
VOTING POWER 00,000 |
| 7. | SOLE
DISPOSITIVE POWER 1,799,015 |
| 8. | SHARED
DISPOSITIVE POWER 00,000 |

| 9. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,799,015 |
| --- | --- |
| 10. | CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
instructions) [ ] |
| 11. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.45% (1) Based on 32,974,257 shares of the Issuer’s
Common Stock outstanding |
| 12. | TYPE
OF REPORTING PERSON (see instructions) EP |

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CUSIP No. 759419104 13G Page 3 of 5 Pages

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Item 1.

| (a) | Name
of Issuer Rekor
Systems Inc |
| --- | --- |
| (b) | Address
of Issuer’s Principal Executive Offices 7172
Columbia Gateway Driveway, Suite 400, Columbia MD 21046 |

Item 2.

| (a) | Name
of Person Filing Superius
Securities Group Inc Profit Sharing Plan |
| --- | --- |
| (b) | Address
of the Principal Office or, if none, residence |
| | 94
Grand Ave Englewood NJ 07631 |
| (c) | Citizenship |
| | A
United States company organized in the State of New York |
| (d) | Title
of Class of Securities |
| | Common
Stock, par value $0.001 per shares |
| (e) | CUSIP
Number 759419104 |

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) | [ ] | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | [x] | 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) | [ ] | Group,
in accordance with §240.13d-1(b)(1)(ii)(J). |

Item 4. Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

| (a) | Amount
beneficially owned: 1,799,015 | |
| --- | --- | --- |
| (b) | Percent
of class: .0545 | |
| (c) | Number
of shares as to which the person has: 1,799,015 | |
| | (i) | Sole
power to vote or to direct the vote. 1,799,015 |
| | (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 |

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

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CUSIP No. 759419104 13G Page 4 of 5 Pages

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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 [ ] .

Instruction . Dissolution of a group requires a response to this item.

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.

| (a) | The
following certification shall be included if the statement is filed pursuant to §240.13d-1(b): |
| --- | --- |
| | By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are
held in the ordinary course of business and 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. |
| (b) | The
following certification shall be included if the statement is filed pursuant to §240.13d-1(c): |
| | 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. |

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CUSIP No. 759419104 13G Page 5 of 5 Pages

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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.

| February
4, 2021 |
| --- |
| Date |
| James Hudgins |
| Signature |
| James
Hudgins, TTEE |
| Name/Title |

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