SC 13G/A 1 NLS13G.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934 (Amendment No.11)*

Nautilus, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

63910B102

(CUSIP Number)

June 8, 2022

(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)

☐X 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 the 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 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).

1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)	Quinn Opportunity Partners LLC
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

NUMBER OF	5	SOLE VOTING POWER	0
SHARES
	6	SHARED VOTING POWER	1,495,188
BENEFICIALLY
OWNED
BY EACH	7	SOLE DISPOSITIVE POWER	0
REPORTING
PERSON
	8	SHARED DISPOSITIVE POWER	1,495,188
WITH:

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	1,495,188
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9	4.75%*
12	TYPE OF REPORTING PERSON	OO, IA

* Based on a total of 31,467,688 shares of Common Stock outstanding as of June 1, 2022, as set forth in the Issuer’s Form 10-K filed on June 3, 2022.

1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)	Quinn Opportunity Partners GP LLC
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

NUMBER OF	5	SOLE VOTING POWER	0
SHARES
	6	SHARED VOTING POWER	1,495,188
BENEFICIALLY
OWNED
BY EACH	7	SOLE DISPOSITIVE POWER	0
REPORTING
PERSON
	8	SHARED DISPOSITIVE POWER	1,495,188
WITH:

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	1,495,188
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9	4.75%*
12	TYPE OF REPORTING PERSON	OO, HC

* Based on a total of 31,467,688 shares of Common Stock outstanding as of June 1, 2022, as set forth in the Issuer’s Form 10-K filed on June 3, 2022.

1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)	Quinn Opportunities Master LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ☐ (b) ☐X
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION	Cayman Islands

NUMBER OF	5	SOLE VOTING POWER	0
SHARES
	6	SHARED VOTING POWER	1,495,188
BENEFICIALLY
OWNED
BY EACH	7	SOLE DISPOSITIVE POWER	0
REPORTING
PERSON
	8	SHARED DISPOSITIVE POWER	1,495,188
WITH:

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	1,495,188
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9	4.75%*
12	TYPE OF REPORTING PERSON	PN

* Based on a total of 31,467,688 shares of Common Stock outstanding as of June 1, 2022, as set forth in the Issuer’s Form 10-K filed on June 3, 2022.

1	NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)	Patrick Quinn
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ☐ (b) ☐X
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION	USA

NUMBER OF	5	SOLE VOTING POWER	0
SHARES
	6	SHARED VOTING POWER	1,495,188
BENEFICIALLY
OWNED
BY EACH	7	SOLE DISPOSITIVE POWER	0
REPORTING
PERSON
	8	SHARED DISPOSITIVE POWER	1,495,188
WITH:

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON	1,495,188
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9	4.75%*
12	TYPE OF REPORTING PERSON	IN, HC

* Based on a total of 31,467,688 shares of Common Stock outstanding as of June 1, 2022, as set forth in the Issuer’s Form 10-K filed on June 3, 2022.

Item 1.

(a)	Name of Issuer

Nautilus, Inc.

(b)	Address of Issuer's Principal Executive Offices

17750 S.E. 6^th Way, Vancouver, WA 98683

Item 2.

(a)	– (c) Name, Principal Business Address, and Citizenship of Persons Filing:

Quinn Opportunity Partners LLC - Delaware

Quinn Opportunity Partners GP LLC - Delaware

Quinn Opportunities Master LP – Cayman Islands

Patrick Quinn - USA

Quinn Opportunity Partners LLC, Quinn Opportunity Partners GP LLC, Patrick Quinn:

c/o Quinn Opportunity Partners LLC

2 Boars Head Place, Suite 250

Charlottesville, VA 22903

Quinn Opportunities Master LP:

4^th Floor, Harbour Place

103 S Church Street

PO Box 10240

Grand Cayman, Cayman Islands KY1-1002

(b)	Title of Class of Securities

Common Stock

(c)	CUSIP Number

63910B102

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)	☐ Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4. Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)	Amount beneficially owned:

Quinn Opportunity Partners LLC – 1,495,188

Quinn Opportunity Partners GP LLC – 1,495,188

Quinn Opportunities Master LP – 1,495,188

Patrick Quinn – 1,495,188

(b)	Percent of class:

Quinn Opportunity Partners LLC – 4.75%

Quinn Opportunity Partners GP LLC – 4.75%

Quinn Opportunities Master LP – 4.75%

Patrick Quinn – 4.75%

(c)	Number of shares as to which the person has:

(i)	Sole power to vote or to direct the vote:

Quinn Opportunity Partners LLC – 0

Quinn Opportunity Partners GP LLC – 0

Quinn Opportunities Master LP – 0

Patrick Quinn – 0

(ii)	Shared power to vote or to direct the vote:

Quinn Opportunity Partners LLC – 1,495,188

Quinn Opportunity Partners GP LLC – 1,495,188

Quinn Opportunities Master LP – 1,495,188

Patrick Quinn – 1,495,188

(iii)

Sole power to dispose or to direct the disposition of:

Quinn Opportunity Partners LLC – 0

Quinn Opportunity Partners GP LLC – 0

Quinn Opportunities Master LP – 0

Patrick Quinn – 0

(iv)	Shared power to dispose or to direct the disposition of:

Quinn Opportunity Partners LLC – 1,495,188

Quinn Opportunity Partners GP LLC – 1,495,188

Quinn Opportunities Master LP – 1,495,188

Patrick Quinn – 1,495,188

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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [x].

Item 6. Ownership of More than Five 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 five 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.

N/A

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.

N/A

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)(J), so indicate under Item 3(j) 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.

N/A

Item 9. Notice of Dissolution of Group

Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.

N/A

Item 10. Certification

(a)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):

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.

(b)	The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):

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.

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.

June 16, 2022

Date

Quinn Opportunity Partners LLC

By: /s/ Patrick Quinn

Signature

Managing Member

Name/Title

Quinn Opportunity Partners GP LLC

By: /s/ Patrick Quinn

Signature

Managing Member

Name/Title

Quinn Opportunities Master LP

By: /s/ Patrick Quinn

Signature

Managing Member of its General Partner

Name/Title

By: /s/ Patrick Quinn

Signature

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C.1001)

SEC Form SC 13G/A filed by Nautilus Inc. (Amendment)