| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
Align Technology, Inc. (Name of Issuer) |
Common Stock, $0.0001 par value per share (Title of Class of Securities) |
016255101 (CUSIP Number) |
12/31/2024 (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) |
SCHEDULE 13G |
| CUSIP No. | 016255101 |
| 1 | Names of Reporting Persons G. Zachary Gund, as trustee, sole manager or co-manager | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 2,031,647.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 2.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
Comment for Type of Reporting Person:
G. Zachary Gund as trustee for the Gordon Gund - G. Zachary Gund #2 Trust, the Z Coppermine Trust, the Gordon Gund - G. Zachary Gund GST Article III Trust, the Gordon Gund - G. Zachary Gund GST Article III-A Trust, the G. Zachary Gund Descendants' Trust, the Georgia Swift Gund Gift Trust and the Grant Gund 2017 Remainder Trust, as sole manager of GCG Investments LLC and as co-manager of Gund CLAT Investments LLC
SCHEDULE 13G |
| CUSIP No. | 016255101 |
| 1 | Names of Reporting Persons Grant Gund, as trustee, sole manager or co-manager | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 1,824,653.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 2.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
Comment for Type of Reporting Person:
Grant Gund, as trustee for the Gordon Gund - Grant Gund #2 Trust, the Grant Gund 1999 Trust, the Gordon Gund - Grant Gund GST Article III Trust, the Gordon Gund - Grant Gund GST Article III-A Trust, the Llura Blair Gund Gift Trust, the Grant Owen Gund Gift Trust, the Kelsey Laidlaw Gund Gift Trust and the 2011 Grant Gund Descendants' Trust, as sole manager of OLK Brookfield LLC and as co-manager of Gund CLAT Investments LLC
SCHEDULE 13G |
| CUSIP No. | 016255101 |
| 1 | Names of Reporting Persons Alison I. Glover, as trustee | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 147,154.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
Comment for Type of Reporting Person:
Alison I. Glover, as trustee for the Llura Blair Gund Gift Trust, the Grant Owen Gund Gift Trust, the Kelsey Laidlaw Gund Gift Trust and the Georgia Swift Gund Gift Trust
SCHEDULE 13G |
| CUSIP No. | 016255101 |
| 1 | Names of Reporting Persons Dionis Trust | ||||||||
| 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 OHIO | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 348,730.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) OO |
SCHEDULE 13G |
| CUSIP No. | 016255101 |
| 1 | Names of Reporting Persons Marital Trust for Gordon Gund | ||||||||
| 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 OHIO | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 574,550.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
SCHEDULE 13G |
| CUSIP No. | 016255101 |
| 1 | Names of Reporting Persons Gordon & Llura Gund Foundation | ||||||||
| 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 NEW JERSEY | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 408,715.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of issuer: Align Technology, Inc. | |
| (b) | Address of issuer's principal executive
offices: 410 North Scottsdale Road, Suite 1300, Tempe, Arizona 85288 | |
| Item 2. | ||
| (a) | Name of person filing: This Schedule 13G is being filed by and on behalf of:
G. Zachary Gund, as trustee for the Gordon Gund - G. Zachary Gund #2 Trust, the Z Coppermine Trust, the Gordon Gund - G. Zachary Gund GST Article III Trust, the Gordon Gund - G. Zachary Gund GST Article III-A Trust, the G. Zachary Gund Descendants' Trust, the Georgia Swift Gund Gift Trust and the Grant Gund 2017 Remainder Trust, as sole manager of GCG Investments LLC and as co-manager of Gund CLAT Investments LLC
Grant Gund, as trustee for the Gordon Gund - Grant Gund #2 Trust, the Grant Gund 1999 Trust, the Gordon Gund - Grant Gund GST Article III Trust, the Gordon Gund - Grant Gund GST Article III-A Trust, the Llura Blair Gund Gift Trust, the Grant Owen Gund Gift Trust, the Kelsey Laidlaw Gund Gift Trust and the 2011 Grant Gund Descendants' Trust, as sole manager of OLK Brookfield LLC and as co-manager of Gund CLAT Investments LLC
Alison I. Glover, as trustee for the Llura Blair Gund Gift Trust, the Grant Owen Gund Gift Trust, the Kelsey Laidlaw Gund Gift Trust and the Georgia Swift Gund Gift Trust
Dionis Trust
Marital Trust for Gordon Gund
Gordon & Llura Gund Foundation (each, a "Reporting Person" and together, the "Reporting Persons").
The Reporting Persons, in the aggregate, beneficially own 4,337,648 shares of Common Stock or 5.8% of the outstanding Common Stock of the Issuer based on 74,653,060 shares outstanding as of November 1, 2024 as reported in the Quarterly Report on Form 10-Q of the Issuer for the period ended September 30, 2024. Neither the fact of this filing nor anything contained herein shall be deemed to be an admission by any of the Reporting Persons that a group exists within the meaning of the Exchange Act.
| |
| (b) | Address or principal business office or, if
none, residence: The business address for each of the Reporting Persons is:
14 Nassau Street
Princeton, NJ 08542
| |
| (c) | Citizenship: Except as noted below, all Reporting Persons are citizens of the United States.
The Dionis Trust and Marital Trust for Gordon Gund are formed under the laws of the State of Ohio.
The Gordon & Llura Gund Foundation is formed under the laws of New Jersey.
| |
| (d) | Title of class of securities: Common Stock, $0.0001 par value per share | |
| (e) | CUSIP No.: 016255101 | |
| 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) | 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). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned: The Reporting Persons and Gordon Gund previously reported that they may be deemed to beneficially own 5% or more of the outstanding Common Stock of the Issuer on Schedule 13G as originally filed by Llura L. Gund, Grant Gund, G. Zachary Gund, Gordon Gund, Richard T. Watson, Rebecca H. Dent, George Gund III and Gail Barrows on September 25, 2002, as amended by the Amendment No. 1 filed on November 25, 2002, the Amendment No. 2 filed on February 17, 2004, the Amendment No. 3 filed on February 14, 2005, the Amendment No. 4 filed on February 7, 2006, the Amendment No. 5 filed on February 14, 2007, the Amendment No. 6 filed on February 13, 2009, the Amendment No. 7 filed on February 13, 2013, the Amendment No. 8 filed on February 14, 2014, the Amendment No. 9 filed on February 9, 2016, the Amendment No. 10 filed on February 9, 2017, the Amendment No. 11 filed on February 8, 2018, the Amendment No. 12 filed on February 11, 2019, the Amendment No. 13 filed on February 7, 2020, the Amendment No. 14 filed on February 11, 2021, the Amendment No. 15 filed on February 7, 2022, the Amendment No. 16 filed on February 1, 2023 and the Amendment No. 17 filed on February 9, 2024 (as so amended, the "Prior Schedule 13G").
On December 18, 2024, Gordon Gund resigned as sole manager of Gund CLAT Investments LLC and Grant Gund and G. Zachary Gund were appointed as co-managers of Gund CLAT Investments LLC. As a result of such resignation, Gordon Gund ceased to beneficially own any shares of Common Stock of the Issuer and the Reporting Persons are filing this Schedule 13G to report that the Reporting Persons may be deemed to have beneficial ownership of 4,337,648 shares of Common Stock of the Issuer. This Schedule 13G amends and supersedes the Prior Schedule 13G with respect to the Reporting Persons.
G. Zachary Gund may be deemed to have beneficial ownership in the aggregate of 2,031,647 shares of Common Stock of the Issuer.*
Grant Gund may be deemed to have beneficial ownership in the aggregate of 1,824,653 shares of Common Stock of the Issuer.**
Alison I. Glover may be deemed to have beneficial ownership in the aggregate of 147,154 shares of Common Stock of the Issuer.***
The Dionis Trust may be deemed to have beneficial ownership of 348,730 shares of Common Stock of the Issuer.
The Marital Trust for Gordon Gund may be deemed to have beneficial ownership of 574,550 shares of Common Stock of the Issuer.
The Gordon & Llura Gund Foundation may be deemed to have beneficial ownership of 408,715 shares of Common Stock of the Issuer.
*Mr. G. Zachary Gund's beneficial ownership is by virtue of his position as trustee, sole manager or co-manager of the following entities:
Gordon Gund - G. Zachary Gund #2 Trust (Mr. G. Zachary Gund serves as investment trustee): 328,887 shares of Common Stock
Z Coppermine Trust (Mr. G. Zachary Gund serves as sole trustee): 121,069 shares of Common Stock
GCG Investments LLC (Mr. G. Zachary Gund serves as sole manager): 14,875 shares of Common Stock
Gordon Gund - G. Zachary Gund GST Article III Trust (Mr. G. Zachary Gund serves as investment trustee): 322,998 shares of Common Stock
Grant Gund 2017 Remainder Trust (Mr. G. Zachary Gund serves as trustee): 11,450 shares of Common Stock
Gordon Gund - G. Zachary Gund GST Article III-A Trust (Mr. G. Zachary Gund serves as investment trustee): 107,000 shares of Common Stock
G. Zachary Gund Descendants' Trust (Mr. G. Zachary Gund serves as investment trustee): 271,721 shares of Common Stock
Georgia Swift Gund Gift Trust (Mr. G. Zachary Gund serves as co-trustee with Alison I. Glover): 3,000 shares of Common Stock
Gund CLAT Investments LLC (Mr. G. Zachary Gund serves as co-manager with Grant Gund): 850,647 shares of Common Stock
** Mr. Grant Gund's beneficial ownership is by virtue of his position as trustee, sole manager or co-manager of the following entities:
Gordon Gund - Grant Gund #2 Trust (Mr. Grant Gund serves as investment trustee): 270,379 shares of Common Stock
Grant Gund 1999 Trust (Mr. Grant Gund serves as sole trustee): 90,320 shares of Common Stock
OLK Brookfield LLC (Mr. Grant Gund serves as sole manager): 8,532 shares of Common Stock
Gordon Gund - Grant Gund GST Article III Trust (Mr. Grant Gund serves as investment trustee): 306,114 shares of Common Stock
Gordon Gund - Grant Gund GST Article III-A Trust (Mr. Grant Gund serves as investment trustee): 107,000 shares of Common Stock
2011 Grant Gund Descendants' Trust (Mr. Grant Gund serves as investment trustee): 47,507 shares of Common Stock
Llura Blair Gund Gift Trust (Mr. Grant Gund serves as co-trustee with Alison I. Glover): 36,742 shares of Common Stock
Grant Owen Gund Gift Trust (Mr. Grant Gund serves as co-trustee with Alison I. Glover): 36,742 shares of Common Stock
Kelsey Laidlaw Gund Gift Trust (Mr. Grant Gund serves as co-trustee with Alison I. Glover): 70,670 shares of Common Stock
Gund CLAT Investments LLC (Mr. Grant Gund serves as co-manager with G. Zachary Gund): 850,647 shares of Common Stock
***Ms. Glover's beneficial ownership is by virtue of her position as co-trustee of the following trusts:
Llura Blair Gund Gift Trust (Ms. Glover serves as co-trustee with Grant Gund): 36,742 shares of Common Stock
Grant Owen Gund Gift Trust (Ms. Glover serves as co-trustee with Grant Gund): 36,742 shares of Common Stock
Kelsey Laidlaw Gund Gift Trust (Ms. Glover serves as co-trustee with Grant Gund): 70,670 shares of Common Stock
Georgia Swift Gund Gift Trust (Ms. Glover serves as co-trustee with G. Zachary Gund): 3,000 shares of Common Stock
| |
| (b) | Percent of class: Pursuant to the Exchange Act and regulations thereunder, the Reporting Persons may be deemed as a group to have beneficial ownership of 5.8%.
G. Zachary Gund may be deemed to have beneficial ownership in the aggregate of 2.7%.*
Grant Gund may be deemed to have beneficial ownership in the aggregate of 2.4%.**
Alison I. Glover may be deemed to have beneficial ownership in the aggregate of 0.2%.***
The Dionis Trust may be deemed to have beneficial ownership of 0.5%.
The Marital Trust for Gordon Gund may be deemed to have beneficial ownership of 0.8%.
The Gordon & Llura Gund Foundation may be deemed to have beneficial ownership of 0.5 % | |
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: G. Zachary Gund: an aggregate of 1,178,000 shares of Common Stock by virtue of his position as the sole manager or trustee or investment trustee of certain entities.*
Grant Gund: an aggregate of 829,852 shares of Common Stock by virtue of his position as the sole manager or trustee or investment trustee of certain entities.**
Alison I. Glover: 0 shares of Common Stock.
Dionis Trust: 0 shares of Common Stock.
Marital Trust for Gordon Gund: 0 shares of Common Stock.
Gordon & Llura Gund Foundation: 0 shares of Common Stock.
| ||
| (ii) Shared power to vote or to direct the
vote: G. Zachary Gund: 853,647 shares of Common Stock by virtue of his position as co-trustee or co-manager of certain entities.*
Grant Gund: 994,801 shares of Common Stock by virtue of his position as co-trustee or co-manager of certain entities.**
Alison I. Glover: 147,154 shares of Common Stock by virtue of her position as co-trustee for certain trusts.***
Dionis Trust: 348,730 shares of Common Stock.
Marital Trust for Gordon Gund: 574,550 shares of Common Stock.
Gordon & Llura Gund Foundation: 408,715 shares of Common Stock.
| ||
| (iii) Sole power to dispose or to direct the
disposition of: G. Zachary Gund: 1,178,000 shares of Common Stock by virtue of his position as the sole manager or trustee or investment trustee of certain entities.*
Grant Gund: 829,852 shares of Common Stock by virtue of his position as sole manager or trustee or investment trustee of certain entities.**
Alison I. Glover: 0 shares of Common Stock.
Dionis Trust: 0 shares of Common Stock.
Marital Trust for Gordon Gund: 0 shares of Common Stock.
Gordon & Llura Gund Foundation: 0 shares of Common Stock.
| ||
| (iv) Shared power to dispose or to direct the
disposition of: G. Zachary Gund: 853,647 shares of Common Stock by virtue of his position as co-trustee or co-manager of certain entities.*
Grant Gund: 994,801 shares of Common Stock by virtue of his position as co-trustee or co-manager of certain entities.**
Alison I. Glover: 147,154 shares of Common Stock by virtue of her position as co-trustee for certain trusts.***
Dionis Trust: 348,730 shares of Common Stock.
Marital Trust for Gordon Gund: 574,550 shares of Common Stock.
Gordon & Llura Gund Foundation: 408,715 shares of Common Stock.
| ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to
that effect should be included in response to this item and, if such interest relates to more
than 5 percent of the class, such person should be identified. A listing of the shareholders of
an investment company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
Other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, these securities. | ||
| 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. | |
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so
indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of
each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or
§240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit A. | ||
| 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-11. |
| 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. |
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Comments accompanying signature:
The Power of Attorney authorizing Catherine Bird to act on behalf of the Reporting Persons is attached hereto as Exhibit B.