Statement of acquisition of beneficial ownership by individuals



STYLE="font: 10pt Times New Roman, Times, Serif">



















UNITE D
STATES






SECURITIES
AND EXCHANGE COMMISSION






Washington,
D.C. 20549
























SCHEDULE
13G






Under
the Securities Exchange Act of 1934






(Amendment
No. 1) *


















Schultze Special Purpose Acquisition Corp.













(Name
of Issuer)









Common
Stock











(Title
of Class of Securities)












80821R109














(CUSIP
Number)








December
31, 2020










(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)



☐   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.  80821R109






13G





Page
2 of 5 Pages











































1.







NAME
OF REPORTING PERSON(S)









Karpus
Investment Management















2.







CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
























(a)







(b)







3.







SEC
USE ONLY






















4.







CITIZENSHIP
OR PLACE OF ORGANIZATION









New
York



























































NUMBER
OF


SHARES


BENEFICIALLY


OWNED BY EACH


REPORTING


PERSON WITH









5.









SOLE
VOTING POWER









0

Shares













6.







SHARED
VOTING POWER









0
Shares












7.







SOLE
DISPOSITIVE POWER









0
Shares












8.







SHARED
DISPOSITIVE POWER









0
Shares



















































9.







AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON









0
Shares















10.







CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES



























11.







PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)









0.0%

















12.









TYPE
OF REPORTING PERSON









IA

















































CUSIP
No.


80821R109








13G





Page
3 of 5 Pages























Item
1(a).






Name
of Issuer:
















Schultze Special Purpose Acquisition Corp.




























Item
1(b).






Address
of Issuer's Principal Executive Offices:
















800 Westchester Avenue, Suite 632, Rye Brook, NY 10573




























Item
2(a).






Name
of Person Filing:













This
statement is being filed by Karpus Management, Inc., d/b/a Karpus Investment Management (“Karpus” or the “Reporting
Person”). Karpus is a registered investment adviser under Section 203 of the Investment Advisers Act of 1940. Karpus is controlled
by City of London Investment Group plc (“CLIG”), which is listed on the London Stock Exchange. However, in accordance
with SEC Release No. 34-39538 (January 12, 1998), effective informational barriers have been established between Karpus and CLIG
such that voting and investment power over the subject securities is exercised by Karpus independently of CLIG, and, accordingly,
attribution of beneficial ownership is not required between Karpus and CLIG.





The
Shares to which this Schedule 13G relates are owned directly by the accounts managed by Karpus.






























Item
2(b).






Address
of Principal Business Office or, if none, Residence:














183
Sully's Trail, Pittsford, New York 14534.


























Item
2(c).






Citizenship:













The
members of the Karpus Management Committee are US citizens. Karpus is a New York corporation.



























Item
2(d).






Title
of Class of Securities.













Common
Stock



























Item
2(e).






CUSIP
Number.















80821R109
























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 association 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)



A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
















(k)





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







































CUSIP
No.


80821R109








13G





Page
4 of 5 Pages

















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:   0




(b)
      Percent of Class:  0.0%




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



(i)
    Sole power to vote or direct the vote:    0



(ii)
   Shared power to vote or direct the vote:     0



(iii)
  Sole power to dispose or to direct the disposition of:    0



(iv)
  Shared power to dispose or to direct the disposition of:     0


















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 herof the reporting person 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.














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 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


.




































CUSIP
No.


80821R109








13G





Page
5 of 5 Pages















SIGNATURES






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








Dated:             February
12, 2021



















































KARPUS MANAGEMENT, INC.
























By:




/s/ Jodi
L.Hedberg












Name: 
Jodi L. Hedberg












Title:    Chief Compliance
Officer





















The above information was disclosed in a filing to the SEC. To see the filing, click here.

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