Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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HUDSON TECHNOLOGIES INC /NY (Name of Issuer) |
Common Stock, par value $0.01 (Title of Class of Securities) |
444144109 (CUSIP Number) |
CHRISTINE STEVENSON HARTREE PARTNERS, LP, 1185 Avenue of the Americas, New York, NY, 10036 212-536-8000 ANDREW FREEDMAN, ESQ. OLSHAN FROM WOLOSKY LLP, 1325 Avenue of the Americas New York, NY, 10019 212-451-2300 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
12/08/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 444144109 |
| 1 |
Name of reporting person
Hartree Partners, LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
3,800,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
8.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, par value $0.01 |
| (b) | Name of Issuer:
HUDSON TECHNOLOGIES INC /NY |
| (c) | Address of Issuer's Principal Executive Offices:
PO BOX 1541, ONE BLUE HILL PLAZA, 14TH FLOOR, PEARL RIVER,
NEW YORK
, 10965. |
| Item 2. | Identity and Background |
| (a) | This statement is filed by Hartree Partners, LP, a Delaware limited partnership ("Hartree Partners" or the "Reporting Person"), with respect to the shares of Common Stock, par value $0.01 per share, of the Issuer (the "Shares") directly and beneficially owned by it. |
| (b) | The principal business address of the Reporting Person is 1185 Avenue of the Americas, New York, NY 10036. |
| (c) | The principal business of Hartree Partners is serving as a proprietary investment firm. |
| (d) | The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). |
| (e) | The Reporting Person has not, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | Hartree Partners is organized under the laws of the State of Delaware. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The Shares purchased by Hartree Partners were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 3,800,000 Shares directly owned by Hartree Partners is approximately $22,313,220, excluding brokerage commissions. | |
| Item 4. | Purpose of Transaction |
The Reporting Person acquired the Shares for investment purposes based on its belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. The Reporting Person intends to review its investment in the Issuer on an ongoing basis and, in the course of its review, may take actions (including through its affiliates) with respect to its investment or the Issuer, including communicating with the board of directors of the Issuer (the "Board"), members of management or other security-holders of the Issuer, or other third parties from time to time, and taking steps to implement a course of action, including, without limitation, engaging advisors, including legal, financial or industry advisors. The Reporting Person intends to engage in discussions with the Board and management of the Issuer regarding opportunities to enhance stockholder value. The Reporting Person may also engage in discussions relating to various alternative courses of action, including, without limitation, those related to potential business dispositions or combinations involving the Issuer or any of its businesses or assets. The Reporting Person or its affiliates may seek to discuss and/or participate and potentially engage in changes to the Board (including board composition); changes to the dividend policy; or any action similar to those enumerated above. The Reporting Person or its affiliates may seek to acquire some or all securities of the Issuer, including Shares and/or other equity, debt, notes or other financial instruments related to the Issuer or the Shares (which may include rights or securities exercisable or convertible into securities of the Issuer), and/or sell or otherwise dispose of some or all of such Issuer securities or financial instruments (which may include distributing some or all of such securities to the Reporting Person's respective partners or beneficiaries, as applicable) from time to time, in each case, in open market or private transactions, block sales or otherwise. Any transaction that the Reporting Person or its affiliates may pursue will depend on a variety of factors, including, without limitation, the price and availability of the Issuer's securities or other financial instruments, the Reporting Person's or such affiliates' trading and investment strategies, subsequent developments affecting the Issuer, the Issuer's business and the Issuer's prospects, other investment and business opportunities available to the Reporting Person and its affiliates, general industry and economic conditions, the securities markets in general, tax considerations and other factors deemed relevant by the Reporting Person and such affiliates. The Reporting Person does not have any current plan or proposal which relates to or would result in any of the matters described in Items 4(a) - (j) of Schedule 13D, except as described in this Schedule 13D or as would occur upon, in connection with completion of, or following, any of the actions described in this Schedule 13D. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The aggregate percentage of Shares reported owned by the Reporting Person is based on 43,598,202 Shares outstanding as of October 20, 2025, which is the total number of Shares outstanding as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 7, 2025. As of the date hereof, the Reporting Person directly beneficially owned 3,800,000 Shares, constituting approximately 8.7% of the Shares outstanding. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission by the Reporting Person that it is the beneficial owner of any of the Shares referred to herein for the purposes of Section 13(d) of the Securities Exchange Act of 1934, or for any other purpose. |
| (b) | The Reporting Person has the sole power to vote and dispose of the Shares directly beneficially owned by it. |
| (c) | The Reporting Person has not transacted in the securities of the Issuer during the past 60 days. |
| (d) | No person other than the Reporting Person is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
There are no contracts, arrangements, understandings or relationships between or among the Reporting Person and any other person with respect to the securities of the Issuer. |
| 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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