SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
----------------
SP Plus Corporation
--------------------------------------------------------------------------
(Name of Issuer)
Common Stock
--------------------------------------------------------------------------
(Title of Class of Securities)
78469C103
--------------------------------------------------------------------------
(CUSIP Number)
December 31, 2023
--------------------------------------------------------------------------
(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 in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities and
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of that Act but shall be subject to all other provisions of the Act
(however, see the Notes).
Page 1 of 4
----------------------------------------------------------------------------
====================
CUSIP No. 78469C103 13G
====================
----------------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS Alpine Associates Management Inc.
----------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ]
(B) [X]
----------------------------------------------------------------------------
3 SEC USE ONLY
----------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
----------------------------------------------------------------------------
5 SOLE VOTING POWER 999,100
NUMBER OF SHARES ----------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER None
OWNED BY ----------------------------------------------------------
EACH REPORTING 7 SOLE DISPOSITIVE POWER 999,100
PERSON WITH: ----------------------------------------------------------
8 SHARED DISPOSITIVE POWER None
----------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON 999,100 (See Note 1 to Item 4 below)
----------------------------------------------------------------------------
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) 5.08%
----------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON IA
----------------------------------------------------------------------------
Page 2 of 4
----------------------------------------------------------------------------
Item 1(a) Name of Issuer:
SP Plus Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
200 E. Randolph Street, Suite 7700
Chicago, IL 60601-7702
Item 2(a) Name of Person Filing:
Alpine Associates Management Inc.
Item 2(b) Address of Principal Business Office:
249 Royal Palm Way, Suite 400
Palm Beach, FL 33480
Item 2(c) Citizenship:
Delaware
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
78469C103
Item 3
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c),
check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance company as defined in Section 3(a)(19) of the Act;
(d) [ ] Investment company registered under Section 8 of the Investment
Company Act of 1940
(e) [X] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)ii)(F);
(g) [ ] A parent holding company or control person in accordance with
Rule 13d-1(b)(1(ii)(G);
(h) [ ] A savings association 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;
(j) [ ] A non-U.S. institution in accordance with Rule 240.13d-
1(b)(1)(ii)(J);
(k) [ ] Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If
filing as a non-U.S. institution in accordance with Rule 240.13d-
1(b)(1)(ii)(J), please specify the type of institution: __________
Page 3 of 4
----------------------------------------------------------------------------
Item 4 Ownership
(a) Amount beneficially owned: 999,100 (see Note 1)
(b) Percent of class: 5.08%
(c) Number of shares to which such person has:
(i) Sole power to vote or direct the vote: 999,100 (see Note 1)
(ii) Shared power to vote or direct the vote: None
(iii) Sole power to dispose or direct disposition of:
999,100 (see Note 1)
(iv) Shared power to dispose or direct disposition of: None
Note 1: Alpine Associates Management Inc. ("Alpine"), an investment advisor
that is registered under the Investment Advisors Act of 1940, furnishes
investment advice to and manages onshore and offshore investment funds and
separate managed accounts (such investment funds and accounts, the "Funds").
In its role as investment advisor and manager Alpine possesses voting and/or
investment power over the securities of the Issuer described in this schedule
that are owned by the Funds. All securities reported in this schedule are
owned by the Funds. Alpine disclaims beneficial ownership of such
securities.
Item 5 Ownership of 5% 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% 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 or
Control Person
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
By signing the 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.
Page 4 of 4
----------------------------------------------------------------------------
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 12, 2024
/s/ Todd Mason
----------------------------
Todd Mason
Chief Operating Officer, Alpine Associates Management Inc.