UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934
(Amendment No. 5)*
SuRo Capital Corp.
(Name of Issuer)
Common Stock, Par Value $0.01 Per Share
(Title of Class of Securities)
86887Q109
(CUSIP Number)
December 31, 2021
(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 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).
| CUSIP No. 86887Q109 | 13G | Page 2 of 7 |
| 1. | NAMES OF REPORTING PERSONS Robert S. Birch | ||
| 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 | 5. | SOLE VOTING POWER 476,587 | |
| 6. | SHARED VOTING POWER 0 | ||
| 7. | SOLE DISPOSITIVE POWER 476,587 | ||
| 8. | SHARED DISPOSITIVE POWER 0 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 476,587 | ||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐ | ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.7% | ||
| 12. | TYPE OF REPORTING PERSON (see instructions) IN | ||
| CUSIP No. 86887Q109 | 13G | Page 3 of 7 |
Item 1.
| (a) | Name of Issuer |
SuRo Capital Corp.
| (b) | Address of Issuer’s Principal Executive Offices |
One Sansome Street, Suite 730
San Francisco, California 94104
Item 2.
| (a) | Name of Person Filing |
Robert S. Birch
| (b) | Address of the Principal Office or, if none, residence |
C/O Oppenheimber & Co Inc.
666 Third Avenue, 12th Floor
New York, New York 10017
| (c) | Citizenship |
Birch is a citizen of the United States.
| (d) | Title of Class of Securities |
Common Stock, Par Value $0.01 Per Share
| (e) | CUSIP Number |
86887Q109
| CUSIP No. 86887Q109 | 13G | Page 4 of 7 |
Item 3. If this statement is filed pursuant to Sec. 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not Applicable
Item 4. Ownership
This statement is being filed with respect to an aggregate of 476,587 shares of Common Stock, resulting in beneficial ownership of Common Stock as follows:
| 1. | Birch |
| (a) | Amount Beneficially owned: 476,587. |
| (b) | Percent of Class: 1.7%. |
| (c) | Number of shares to which the person has: |
| (i) | Sole power to vote or to direct the vote: 476,587. |
| (ii) | Shared power to vote or to direct the vote: 0. |
| (iii) | Sole power to dispose or to direct the disposition of: 476,587. |
| (iv) | Shared power to dispose or to direct the disposition of: 0. |
| CUSIP No. 86887Q109 | 13G | Page 5 of 7 |
| Item 5. | Ownership of Five Percent or Less of a Class. |
| ☑ | As of the date of this Report, the aggregate beneficial ownership of the Reporting Person had been reduced to below five percent (5%). |
| 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
| CUSIP No. 86887Q109 | 13G | Page 6 of 7 |
| Item 10. | Certification |
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.
| CUSIP No. 86887Q109 | 13G | Page 7 of 7 |
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 14, 2022 |
| Date |
| /s/ Robert S. Birch | |
| Robert S. Birch |