01/25/2022 | Press release | Distributed by Public on 01/25/2022 17:12
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivate Security | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Mill Road Capital III, L.P. 382 GREENWICH AVENUE SUITE ONE GREENWICH, CT06830 |
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X |
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Mill Road Capital III GP LLC 382 GREENWICH AVENUE SUITE ONE GREENWICH, CT06830 |
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X |
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LYNCH THOMAS E 382 GREENWICH AVENUE SUITE ONE GREENWICH, CT06830 |
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X |
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/s/ Justin C. Jacobs, Management Committee Director of sole general partner on behalf of Mill Road Capital III, L.P. | 2022-01-25 |
**Signature of Reporting Person | Date |
/s/ Justin C. Jacobs, Management Committee Director on behalf of Mill Road Capital III GP LLC | 2022-01-25 |
**Signature of Reporting Person | Date |
/s/ Justin C. Jacobs on behalf of Thomas E. Lynch by power of attorney | 2022-01-25 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
(**) | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The shares reported are directly held by Mill Road Capital III, L.P. (the "Fund"). Mill Road Capital III GP LLC (the "GP") is the sole general partner of the Fund and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the Fund. Mr. Lynch is a management committee director of the GP and has shared authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the GP. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any. |
(2) | Each put option became exercisable on the date purchased, which dates range from 12/22/2021 to 12/31/2021. |
(3) | Each put option became exercisable on the date purchased, which dates range from 9/20/2021 to 9/30/2021. |
(4) | Each put option became exercisable on the date purchased, which dates range from 6/8/2021 to 7/6/2021. |
(5) | Each put option became exercisable on the date purchased, which dates range from 8/25/2021 to 8/26/2021. |