UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. )*

 

 

 

XOS, INC.

(Name of Issuer)

 

Common Stock, $0.0001 par value

(Title of Class of Securities)

98423B 108

(CUSIP Number)

 

August 20, 2021

Date of Event Which Requires Filing of the 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. 98423B 108  

 

1.  

Name of Reporting Person

 

Aljomaih Automotive Co.

2.  

Check the Appropriate Box if a Member of a Group

(a)  ☐        (b)  ☑(1)

 

3.  

SEC Use Only

 

4.  

Citizenship or Place of Organization

 

Saudi Arabia

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person

With

  5.  

Sole Voting Power

 

0

  6.  

Shared Voting Power

 

19,301,251(2)

  7.  

Sole Dispositive Power

 

0

  8.  

Shared Dispositive Power

 

19,301,251(2)

9.  

Aggregate Amount Beneficially Owned by Each Reporting Person  19,301,251(2)

 

10.  

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  ☐

 

11.  

Percent of Class Represented by Amount in Row (9) 

 

11.9%(3)

12.  

Type of Reporting Person

 

CO 

 

(1)This Schedule 13D is filed by Aljomaih Automotive Co. (“Aljomaih”) and Aljomaih Holding Co. (“Holding Co”) (Aljomaih and Holding Co are herein collectively referred to as the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2)The shares are owned by Aljomaih. Aljomaih is wholly owned by Holding Co.

(3)Based on approximately 162,184,621 shares of the Issuer’s common stock outstanding as of August 20, 2021 as reported in the Issuer’s Form 8-K Current Report filed with the SEC on August 26, 2021.

 

2

 

 

CUSIP No. 98423B 108 

 

1.

 

Name of Reporting Person

 

Aljomaih Holding Co.

2.  

Check the Appropriate Box if a Member of a Group

(a)  ☐        (b)  ☑(1)

 

3.  

SEC Use Only

 

4.  

Citizenship or Place of Organization

 

Saudi Arabia

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  5.  

Sole Voting Power

 

0

  6.  

Shared Voting Power

 

19,301,251(2)

  7.  

Sole Dispositive Power

 

0

  8.  

Shared Dispositive Power

 

19,301,251(2)

9.  

Aggregate Amount Beneficially Owned by Each Reporting Person  19,301,251(2)

 

10.  

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  ☐

 

11.  

Percent of Class Represented by Amount in Row (9) 

 

11.9%(3)

12.  

Type of Reporting Person

 

CO 

 

(1)This Schedule 13D is filed by The Reporting Persons
(2)The shares are owned by Aljomaih. Aljomaih is wholly owned by Holding Co.
(3)Based on approximately 162,184,621 shares of the Issuer’s common stock outstanding as of August 20, 2021 as reported in the Issuer’s Form 8-K Current Report filed with the SEC on August 26, 2021.

 

3

 

 

Item 1(a)  

Name of Issuer:


Xos, Inc. 

     
Item 1(b)  

Address of Issuer’s Principal Executive Offices:

 

3550 Tyburn Street, Unit 100, Los Angeles, CA 90065

     
Item 2(a)  

Name of Filing Person

 

The persons and entities filing this statement are Aljomaih Automotive Co. (“Aljomaih”) and Aljomaih Holding Co. (“Holding Co”) (Aljomaih and Holding Co are herein collectively referred to as the “Reporting Persons”). 

     
Item 2(b)  

Address or Principal Business Office or, if None, Residence:

 

The address and the principal place of business of the Reporting Persons is P.O. Box 224, Dammam Postal Code 31411, Saudi Arabia.

     
Item 2(c)  

Citizenship:

 

The citizenship for each of the Reporting Persons is Saudi Arabia.

     

Item 2(d)

 

Title of Class of Securities

 

Common stock, $0.0001 par value per 

     
Item 2(e)  

CUSIP Number

 

98423B 108

 

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:
     
    Not applicable.

 

4

 

 

Item 4   Ownership

 

Reporting Persons 

Shares
Held
Directly 

  

Sole

Voting

Power

  

Shared

Voting

Power

  

Sole

Dispositive

Power

  

Shared

Dispositive

Power

  

Beneficial

Ownership

  

Percentage

of Class (1)

 
Aljomaih   19,301,251    0    19,301,251    0    19,301,251    19,301,251    11.9%
Holding Co   19,301,251    0    19,301,251    0    19,301,251    19,301,251    11.9%

 

(1)Based on approximately 162,184,621 shares of the Issuer’s common stock outstanding as of August 20, 2021 as reported in the Issuer’s Form 8-K Current Report filed with the SEC on August 26, 2021.

 

Item 5  

Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ☐ 

   
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
   
    By signing below each of the undersigned certifies that, to the best of its 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.

 

5

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

DATED: August 30, 2021

 

  Aljomaih Automotive Co.

 

  By: /s/ Kim Merritt, Attorney-in-Fact for Aljomaih Automotive Co.
  Name: Nidal Ismail
  Title: Chief Financial Officer

 

  Aljomaih Holding Co.

 

  By: /s/ Shiekh Ibrahim
  Name: Shiekh Ibrahim
  Title: Vice Chairman & Managing Director

 

 

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