Wallbox N.V. — Major Shareholding Notification 2023

Feb 8, 2023

SC 13G/A 1 d431667dsc13ga.htm SC 13G/A SC 13G/A

Securities and Exchange Commission

Washington, D.C. 20549

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

Wallbox N.V.

(Name of Issuer)

Class A Ordinary Shares

(Title of Class of Securities)

N94209108

(CUSIP Number)

December 31, 2022

(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).

CUSIP No. N94209108 Schedule 13G Page 1 of 6

1	Names of Reporting Persons KARIEGA VENTURES, S.L.
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Spain

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 0
6	Shared Voting Power 18,618,950
7	Sole Dispositive Power 0
8	Shared Dispositive Power 18,618,950

9	Aggregate Amount Beneficially Owned by Each Reporting Person 18,618,950
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 11.1 %
12	Type of Reporting
Person FI

CUSIP No. N94209108 Schedule 13G Page 2 of 6

1	Names of Reporting Persons Enric Asunción Escorsa
2	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of
Organization Spain

Number of Shares Beneficially Owned by Each Reporting Person With	Sole Voting Power 1,136,405
6	Shared Voting Power 18,618,950
7	Sole Dispositive Power 1,136,405
8	Shared Dispositive Power 18,618,950

9	Aggregate Amount Beneficially Owned by Each Reporting Person 19,755,355
10	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares Not
Applicable
11	Percent of Class
Represented by Amount in Row 9 11.8 %
12	Type of Reporting
Person IN

CUSIP No. N94209108 Schedule 13G Page 3 of 6

ITEM 1. (a) Name of Issuer:

Wallbox N.V. (the “Issuer”).

(b) Address of Issuer’s Principal Executive Offices:

Carrer del Foc, 68, Barcelona, Spain 08038

ITEM 2. (a) Name of Person Filing:

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

KARIEGA VENTURES, S.L.

Enric Asunción Escorsa

(b) Address or Principal Business Office:

The principal business address of the Reporting Persons is Av. Diagonal 419, 4 Planta, Barcelona, Spain 08008.

(c) Citizenship of each Reporting Person is:

KARIEGA VENTURES, S.L. is organized under the laws of Spain. Enric Asunción Escorsa is a citizen of Spain.

(d) Title of Class of Securities:

Class A ordinary shares, nominal value €0.12 per share (“Class A Ordinary Shares”).

(e) CUSIP Number:

N94209108

ITEM 3.

Not applicable.

ITEM 4. Ownership.

(a-c)

The ownership information presented below represents beneficial ownership of Class A Ordinary Shares of the Issuer as of December 31, 2022, based upon 148,516,351 Class A Ordinary Shares outstanding as of December 31, 2022, as provided by the Issuer.

CUSIP No. N94209108 Schedule 13G Page 4 of 6

Reporting Person — KARIEGA VENTURES, S.L.	18,618,950	11.1 %	0	18,618,950	0	18,618,950
Enric Asunción Escorsa	19,755,355	11.8 %	1,136,405	18,618,950	1,136,405	18,618,950

KARIEGA VENTURES, S.L. is the beneficial owner of 18,618,950 Class A Ordinary Shares underlying the Class B Ordinary Shares of the Issuer held of record by KARIEGA VENTURES, S.L. Enric Asunción Escorsa is the record holder of (i) 921,053 Class A Ordinary Shares, and (ii) and 215,352 shares of Class A Ordinary Shares underlying stock options that are exercisable prior to March 1, 2023.

Enric Asunción Escorsa has sole investment and dispositive power over the securities held of record by KARIEGA VENTURES, S.L. As a result, Enric Asunción Escorsa may be deemed to share beneficial ownership over the securities reported herein.

ITEM 5. Ownership of Five Percent or Less of a Class.

Not applicable.

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.

Not applicable.

CUSIP No. N94209108 Schedule 13G Page 5 of 6

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.

Date : February 8, 2023

KARIEGA VENTURES, S.L.
By:	/s/ Enric Asunción Escorsa
Name:	Enric Asunción Escorsa
Title:	General Manager
Enric Asunción Escorsa
/s/ Enric Asunción Escorsa

CUSIP No. N94209108 Schedule 13G Page 6 of 6

LIST OF EXHIBITS

Exhibit No.	Description
99	Joint Filing Agreement (previously filed).