| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 1
)*
|
Bitcoin Depot Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
09174P105 (CUSIP Number) |
02/28/2025 (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. | 09174P105 |
| 1 | Names of Reporting Persons AWM Investment Company, Inc. | ||||||||
| 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 DELAWARE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 847,531.00 | ||||||||
| 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) 4.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IA |
Comment for Type of Reporting Person:
AWM Investment Company, Inc., a Delaware Corporation (AWM), is the investment adviser to Special Situations Cayman Fund, L.P. (CAYMAN), Special Situations Fund III QP, L.P. (SSFQP), Special Situations Private Equity Fund, L.P. (SSPE), Special Situations Technology Fund, L.P. (TECH) and Special Situations Technology Fund II, L.P. (TECH II). (CAYMAN, SSFQP, TECH and TECH II will hereafter be referred to as the Funds). As the investment adviser to the Funds, AWM holds sole voting and investment power over 117,608 Shares of Common Stock of the Issuer (the Shares) held by CAYMAN, 404,041 Shares of Common Stock held by SSFQP, 101,561 Shares of Common Stock held by SSPE, 35,460 Shares of Common Stock held by TECH and 188,861 Shares of Common Stock held by TECH II.
SCHEDULE 13G |
| Item 1. | |
| (a) | Name of issuer: Bitcoin Depot Inc. |
| (b) | Address of issuer's principal executive
offices: 3343 PEACHTREE ROAD NE, SUITE 750, ATLANTA, GEORGIA, 30326 |
| Item 2. | |
| (a) | Name of person filing: The person filing this report is AWM Investment Company, Inc., a Delaware corporation (AWM), which is the investment adviser to Special Situations Cayman Fund, L.P., a Cayman Islands Limited Partnership (CAYMAN), Special Situations Fund III QP, L.P., a Delaware limited partnership (SSFQP), Special Situations Private Equity Fund, L.P. a Delaware Limited Partnership (SSPE), Special Situations Technology Fund, L.P., a Delaware limited partnership (TECH) and Special Situations Technology Fund II, L.P., a Delaware limited partnership (TECH II). The principal business of each Fund is to invest in equity and equity-related securities and other securities of any kind or nature.
David M. Greenhouse (Greenhouse) and Adam C. Stettner (Stettner) are members of: SSCayman, L.L.C., a Delaware limited liability company (SSCAY), the general partner of CAYMAN; members of MGP Advisers Limited Partnership, a Delaware limited partnership (MGP), the general partner of SSFQP, MG Advisers, L.L.C., a New York limited liability company (MG), the general partner of SSPE and SST Advisers, L.L.C., a Delaware limited liability company (SSTA), the general partner of TECH and TECH II. Greenhouse and Stettner are also controlling principals of AWM.
|
| (b) | Address or principal business office or, if
none, residence: 527 Madison Avenue, Suite 2600
New York, NY 10022 |
| (c) | Citizenship: AWM is a Delaware Corporation |
| (d) | Title of class of securities: Common Stock |
| (e) | CUSIP No.: 09174P105 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned: 847,531 |
| (b) | Percent of class: 4.7 % |
| (c) | Number of shares as to which the person has: |
| (i) Sole power to vote or to direct the vote: AWM is the investment adviser to each of the Funds. As the investment adviser to the Funds, AWM holds sole voting over 117,608 Shares of Common Stock of the Issuer (the Shares) held by CAYMAN, 404,041 Shares of Common Stock held by SSFQP, 101,561 Shares of Common Stock held by SSPE, 35,460 Shares of Common Stock held by TECH and 188,861 Shares of Common Stock held by TECH II. Greenhouse and Stettner are members of: SSCAY, the general partner of CAYMAN; MGP, the general partner of SSFQP and SSTA, the general partner of TECH and TECH II. Greenhouse and Stettner are also controlling principals of AWM. | |
| (ii) Shared power to vote or to direct the
vote: | |
| (iii) Sole power to dispose or to direct the
disposition of: AWM is the investment adviser to each of the Funds. As the investment adviser to the Funds, AWM holds sole investment power over 117,608 Shares of Common Stock of the Issuer (the Shares) held by CAYMAN, 404,041 Shares of Common Stock held by SSFQP, 101,561 Shares of Common Stock held by SSPE, 35,460 Shares of Common Stock held by TECH and 188,861 Shares of Common Stock held by TECH II. Greenhouse and Stettner are members of: SSCAY, the general partner of CAYMAN; MGP, the general partner of SSFQP and SSTA, the general partner of TECH and TECH II. Greenhouse and Stettner are also controlling principals of AWM. | |
| (iv) Shared power to dispose or to direct the
disposition of: | |
| Item 5. | Ownership of 5 Percent or Less of a Class. |
|
Ownership of 5 percent or less of a class |
| Item 10. | Certifications: |
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, 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. |
|
|