1
|
NAMES OF REPORTING PERSONS
BANDERA MASTER FUND L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see Instructions)
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (see Instructions)
WC
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7
|
SOLE VOTING POWER
2,088,847
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
2,088,847
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,088,847
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.1%
|
||
14
|
TYPE OF REPORTING PERSON (see Instructions)
PN
|
1
|
NAMES OF REPORTING PERSONS
BANDERA PARTNERS LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see Instructions)
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (see Instructions)
AF
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7
|
SOLE VOTING POWER
2,088,847
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
2,088,847
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,088,847
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.1%
|
||
14
|
TYPE OF REPORTING PERSON (see Instructions)
OO
|
1
|
NAMES OF REPORTING PERSONS
GREGORY BYLINSKY
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see Instructions)
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (see Instructions)
AF
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
|
||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
2,088,847
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
2,088,847
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,088,847
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.1%
|
||
14
|
TYPE OF REPORTING PERSON (see Instructions)
IN
|
1
|
NAMES OF REPORTING PERSONS
JEFFERSON GRAMM
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see Instructions)
(a) ☐
(b) ☐
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (see Instructions)
PF, AF
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
|
||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7
|
SOLE VOTING POWER
10,000
|
|
8
|
SHARED VOTING POWER
2,088,847
|
||
9
|
SOLE DISPOSITIVE POWER
10,000
|
||
10
|
SHARED DISPOSITIVE POWER
2,088,847
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,098,847
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions)
☐
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.1%
|
||
14
|
TYPE OF REPORTING PERSON (see Instructions)
IN
|
Item 3. |
Source and Amount of Funds or Other Consideration.
|
Item 5. |
Interest in Securities of the Issuer.
|
(a)
|
The aggregate percentage of Shares reported owned by each person named herein is based upon 29,503,642 shares of Common Stock outstanding, which is the total number of shares of Common Stock outstanding as of July 11, 2018 as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on July 23, 2018.
|
Dated: |
November 15, 2018
|
BANDERA MASTER FUND L.P.
|
|||
By:
|
Bandera Partners LLC,
as Investment Manager
|
||
By:
|
/s/ Jefferson Gramm | ||
Name:
|
Jefferson Gramm
|
||
Title:
|
Managing Director
|
BANDERA PARTNERS LLC
|
|||
By:
|
/s/ Jefferson Gramm | ||
Name:
|
Jefferson Gramm
|
||
Title:
|
Managing Director
|
/s/ Gregory Bylinsky
|
|
GREGORY BYLINSKY
|
|
/s/ Jefferson Gramm
|
|
JEFFERSON GRAMM
|
|
Date
|
Security
|
Amount of Shs. Bought/(Sold)
|
Approx. price ($) per Share1
|
Bandera Master Fund L.P.
|
|||
11/05/2018
|
Common Stock
|
20,083
|
$1.4084
|
11/06/2018
|
Common Stock
|
26,377
|
$1.3790
|
11/07/2018
|
Common Stock
|
8,305
|
$1.3870
|