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
(Amendment No. 8)*
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Ampco-Pittsburgh Corporation (Name of Issuer) |
Common Stock, par value $1.00 per share (Title of Class of Securities) |
032037103 (CUSIP Number) |
Jennifer L. Gloff The Louis Berkman Investment Company, 600 Grant Street, Suite 3230 Pittsburgh, PA, 15219-2704 (412) 652-9480 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/17/2025 (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. | 032037103 |
| 1 |
Name of reporting person
The Louis Berkman Investment Company | ||||||||
| 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, BK | ||||||||
| 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
OHIO
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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
3,127,792.00 | ||||||||
| 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)
15.39 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $1.00 per share | |
| (b) | Name of Issuer:
Ampco-Pittsburgh Corporation | |
| (c) | Address of Issuer's Principal Executive Offices:
726 Bell Avenue, Suite 301, Carnegie,
PENNSYLVANIA
, 15106. | |
Item 1 Comment:
This Amendment No. 8 to Schedule 13D ("Amendment") amends and supplements the Schedule 13D filed on April 28, 2006 by The Louis Berkman Investment Company, an Ohio corporation ("LBIC"), with respect to the Common Stock, par value $1.00 per share ("Common Shares"), of the Ampco-Pittsburgh Corporation (the "Issuer"), as amended by Amendment No. 1 thereto filed on July 5, 2007, Amendment No. 2 thereto filed on December 26, 2007, Amendment No. 3 thereto filed on February 2, 2009, Amendment No. 4 thereto filed on April 10, 2018, Amendment No. 5 thereto filed on September 22, 2020, Amendment No. 6 thereto filed on March 1, 2022 and Amendment No. 7 thereto filed on November 28, 2022. | ||
| Item 2. | Identity and Background | |
| (a) | The Louis Berkman Investment Company | |
| (b) | 600 Grant Street, Suite 3230, Pittsburgh, Pennsylvania 15219-2704 | |
| (c) | The Louis Berkman Investment Company ("LBIC") is an investment holding company incorporated in the state of Ohio. The names, addresses and principal occupations of the directors and executive officers of LBIC are set forth in Appendix A attached hereto. Such information is incorporation herein by reference. | |
| (d) | During the last five years, neither the Reporting Person nor any of the directors and executive officers of LBIC have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). | |
| (e) | During the last five years, neither the Reporting Person nor any of the directors and executive officers of LBIC have been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he or she 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 violations with respect to such laws. | |
| (f) | All directors and executive officers of LBIC are citizens of the United States. | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
The source of the funds for LBIC's purchase of the Common Shares (as further described in Item 4) consisted of $248,316.40 in cash. | ||
| Item 4. | Purpose of Transaction | |
This Amendment is being filed to report the purchase by LBIC of 93,000 common shares of the Issuer ("Common Shares") for a weighted average of $2.67 per whole Common Share on November 17, 2025 for investment purposes. Except as set forth herein, the Reporting Person filing this Amendment has no plans or proposals that relate to or would result in any of the actions or events set forth in paragraphs (a) through (j) of Item 4 of Schedule 13D. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The responses of the Reporting Person with respect to Rows 7, 8, 9, 10, 11 and 13 of the cover pages to this Schedule 13D are incorporated herein by reference. | |
| (b) | The responses of the Reporting Person with respect to Rows 7, 8, 9, 10, 11 and 13 of the cover pages to this Schedule 13D are incorporated herein by reference. Share percentage calculations in this Schedule are based on 20,326,389 Common Shares outstanding as of November 7, 2025 as reported in the Issuer's Quarterly Report filed with the SEC on November 12, 2025, including the share percentage calculation of the Reporting Person's 15.39% ownership. | |
| (c) | Purchase by LBIC of 93,000 Common Shares for a weighted average of $2.67 per whole Common Share on November 17, 2025 for investment purposes. | |
| (d) | As of the date of this report, Mr. Laurence Paul, a Director and President of LBIC, beneficially owns 84,368 Common Shares of the Issuer (excluding Common Shares owned by LBIC), which includes 12,728 shares of restricted stock of the Issuer. Mr. Laurence Paul has sole voting power over 84,368 shares and dispositive power over 71,640 shares. As of the date of this report, Mr. Stephen Paul, a Director of the Issuer and a Director and President of LBIC, beneficially owns 112,764 Common Shares of the Issuer (excluding Common Shares owned by LBIC). Mr. Stephen Paul has sole voting and dispositive powers over these 112,764 Common Shares. | |
| 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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