UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
PHUNWARE, INC.
(Name of Issuer)
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
Y8172W123
(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)
[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).
Continued on following pages
Page 1 of 8 Pages
Exhibit Index: Page 7
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CUSIP No. Y8172W123
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SCHEDULE 13G
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Page 2 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
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Khazanah Nasional Berhad
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Malaysia
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP No. Y8172W123
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SCHEDULE 13G
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Page 3 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
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Mount Raya Investments Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Malaysia
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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SCHEDULE 13G
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Page 4 of 8 Pages
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| Item 1(a). |
Name of Issuer:
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Phunware, Inc.
| Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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7800 Shoal Creek Boulevard, Suite 230-S
Austin, TX 78757
Austin, TX 78757
| Item 2(a). |
Name of Person Filing
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(1) Khazanah Nasional Berhad (“Khazanah”)
(2) Mount Raya Investments Limited (“Mount Raya”)
| Item 2(b). |
Address of Principal Business Office or, if None, Residence:
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(1) Khazanah Nasional Berhad
Level 22, Mercu UEM
Level 22, Mercu UEM
Jalan Stesen Sentral 5
Kuala Lumpur Sentral
50470 Kuala Lumpur
Malaysia
(2) Mount Raya Investments Limited
Brumby Centre, Lot 42
Jalan Muhibbah
87000 Labuan F.T.
Malaysia
Brumby Centre, Lot 42
Jalan Muhibbah
87000 Labuan F.T.
Malaysia
| Item 2(c). |
Citizenship:
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(1) Malaysia
(2) Malaysia
| Item 2(d). |
Title of Class of Securities:
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Common Stock, par value $0.0001 per share (the “Shares”)
| Item 2(e). |
CUSIP Number:
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Y8172W123
| 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
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Not applicable
| Item 4. |
Ownership:
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Each of Khazanah, an investment fund incorporated in Malaysia, and Mount Raya, a wholly owned subsidiary of Khazanah, may be deemed to beneficially own, and have sole and shared power to vote or to
direct the vote and sole and shared power to dispose or direct the disposition, of 0 Shares, representing 0.0% of the total Shares outstanding
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SCHEDULE 13G
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Page 5 of 8 Pages
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| Item 5. |
Ownership of Five Percent or Less of a Class:
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If this statement is being filed to report the fact that as of the date hereof each of the Reporting Persons has 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:
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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:
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Mount Raya is a wholly owned subsidiary of Khazanah.
| Item 8. |
Identification and Classification of Members of the Group
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Not applicable
| Item 9. |
Notice of Dissolution of Group:
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Not applicable
| Item 10. |
Certification:
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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, other than activities solely in connection with a nomination
under §240.14a-11.
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SCHEDULE 13G
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Page 6 of 8 Pages
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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.
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KHAZANAH NASIONAL BERHAD
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By:
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/s/ Chua Chin Soon
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Name: Chua Chin Soon
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Title: Senior Vice President
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MOUNT RAYA INVESTMENTS LIMITED
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By:
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/s/ Chua Chin Soon
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Name: Chua Chin Soon
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Title: Director
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January 25, 2022
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SCHEDULE 13G
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Page 7 of 8 Pages
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EXHIBIT INDEX
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Ex.
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Page No.
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A
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Joint Filing Agreement
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8
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SCHEDULE 13G
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Page 8 of 8 Pages
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JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Phunware, Inc. dated as of January 25, 2022 is, and any amendments thereto (including amendments on
Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
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KHAZANAH NASIONAL BERHAD
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By:
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/s/ Chua Chin Soon
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Name: Chua Chin Soon
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Title: Senior Vice President
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MOUNT RAYA INVESTMENTS LIMITED
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By:
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/s/ Chua Chin Soon
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Name: Chua Chin Soon
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Title: Director
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January 25, 2022