Ownership Submission
|
FORM 4
|
|
Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
|
|
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
|
|
OMB APPROVAL
|
|
OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
|
|
|
1. Name and Address of Reporting Person *
|
|
Juniper Investment Company, LLC
|
|
2. Issuer Name and Ticker or Trading Symbol
LINCOLN EDUCATIONAL SERVICES CORP [LINC]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
_____ Director
|
_____ 10% Owner
|
|
_____ Officer (give title below)
|
_____ Other (specify below)
|
|
|
|
|
(Last)
|
(First)
|
(Middle)
|
|
555 MADISON AVENUE , 24TH FLOOR
|
|
3. Date of Earliest Transaction (Month/Day/Year)
|
(Street)
|
|
NEW YORK
|
NY
|
10022
|
|
4. If Amendment, Date Original Filed(Month/Day/Year)
|
6. Individual or Join/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
|
|
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
|
|
1.Title of Security
|
2. Transaction Date (Month/Day/Year)
|
2A. Deemed Execution Date, if any (Month/Day/Year)
|
3. Transaction Code
|
4. Securities Acquired (A) or Disposed of (D)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
|
6. Ownership Form: Direct (D) or Indirect (I)
|
7. Nature of Indirect Beneficial Ownership
|
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
|
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 Owners
|
Reporting Owner Name / Address
|
Relationships
|
|
Director
|
10% Owner
|
Officer
|
Other
|
Juniper Investment Company, LLC
555 MADISON AVENUE
24TH FLOOR
NEW YORK, NY10022
|
|
X
|
|
|
Juniper Targeted Opportunity Fund, L.P.
555 MADISON AVENUE
24TH FLOOR
NEW YORK, NY10022
|
|
X
|
|
|
Signatures
|
Juniper Investment Company, LLC, By: /s/ John A. Bartholdson, its Managing Member
|
2021-11-30
|
|
**Signature of Reporting Person
|
Date
|
|
Juniper Targeted Opportunity Fund, L.P. By: Juniper HF II Investors, LLC, its general partner, By: /s/ John A. Bartholdson, its Managing Member
|
2021-11-30
|
|
**Signature of Reporting Person
|
Date
|
Explanation of Responses:
|
(*)
|
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 reported price is a weighted average price. The shares were purchased on November 26, 2021 in multiple transactions on the open market at prices ranging from $6.67 to $7.15 by Juniper Targeted Opportunity Fund, L.P. ("Juniper Fund"). Juniper Investment Company, LLC ("Juniper") serves as the investment manager of Juniper Fund. The Reporting Persons undertake to provide to the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
|
|
(2)
|
As the investment manager of Juniper Fund, Juniper may be deemed to beneficially own the securities held by the Juniper Fund. Juniper disclaims beneficial ownership of all the interests reported herein except to the extent of its pecuniary interest therein.
|
|
(3)
|
As the investment manager of Juniper Multi-Strategy Fund, L.P. ("Juniper Multi-Strategy Fund") Juniper may be deemed to beneficially own the securities held by Juniper Multi-Strategy Fund. Juniper disclaims beneficial ownership of all the interests reported herein except to the extent of its pecuniary interest therein.
|
|
(4)
|
Represents an aggregate of 11,200 shares of the Issuer's Series A Convertible Preferred Stock ("Series A Preferred") of which Juniper Fund and Juniper Targeted Opportunities, L.P. ("Juniper Targeted Opportunities") hold 3,500 shares and 7,700 shares, respectively. The Series A Preferred is convertible into the Issuer's Common Stock on a 423.729-for-one basis (when issued and such conversion ratio is subject to increase in the event that dividends on Series A shares are not paid in cash). Series A is convertible at any time at the holder's election and has no expiration date. Beginning on November 14, 2022, the holder may be required by the Issuer to convert the Series A into Common Stock upon satisfaction of certain requirements.
|
|
(5)
|
(Footnote 4 continued). Juniper serves as the investment manager of Juniper Fund and Juniper Targeted Opportunities and may be deemed to beneficially own the securities held by them. Juniper disclaims beneficial ownership of all interests reported herein except to the extent of its pecuniary interest therein.
|
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
