0000899243-22-002567.txt : 20220119 0000899243-22-002567.hdr.sgml : 20220119 20220119213252 ACCESSION NUMBER: 0000899243-22-002567 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220114 FILED AS OF DATE: 20220119 DATE AS OF CHANGE: 20220119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PRESCOTT GROUP AGGRESSIVE SMALL CAP LP CENTRAL INDEX KEY: 0001127428 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 22540469 BUSINESS ADDRESS: STREET 1: 1924 SOUTH IRICA SUITE 1120 CITY: TULSA STATE: OK ZIP: 741046529 BUSINESS PHONE: 9187473411 MAIL ADDRESS: STREET 1: 1924 SOUTH IRICA SUITE 1120 CITY: TULSA STATE: OK ZIP: 741046529 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FROHLICH PHIL CENTRAL INDEX KEY: 0001127429 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 22540467 MAIL ADDRESS: STREET 1: 1924 SOUTH IRICA SUITE 1120 CITY: TULSA STATE: OK ZIP: 741046529 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. CENTRAL INDEX KEY: 0001166152 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 22540470 BUSINESS ADDRESS: STREET 1: 1924 SOUTH UTICA STREET 2: SUITE 1120 CITY: TULSA STATE: OK ZIP: 74104-6429 BUSINESS PHONE: 918-747-3412 MAIL ADDRESS: STREET 1: 1924 SOUTH UTICA STREET 2: SUITE 1120 CITY: TULSA STATE: OK ZIP: 74104-6429 FORMER NAME: FORMER CONFORMED NAME: PRESCOTT GROUP CAPITAL MANAGEMENT LLC DATE OF NAME CHANGE: 20020128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PRESCOTT GROUP AGGRESSIVE SMALL CAP MASTER FUND GP CENTRAL INDEX KEY: 0001279880 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 22540468 MAIL ADDRESS: STREET 1: 1924 S UTICA SUITE # 1120 CITY: TULSA STATE: OK ZIP: 74104-6529 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PRESCOTT GROUP AGGRESSIVE SMALL CAP II LP CENTRAL INDEX KEY: 0001279882 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 22540466 MAIL ADDRESS: STREET 1: 1924 S UTICA SUITE # 1120 CITY: TULSA STATE: OK ZIP: 74104-6529 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Performant Financial Corp CENTRAL INDEX KEY: 0001550695 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 200484934 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 333 NORTH CANYONS PARKWAY CITY: Livermore STATE: CA ZIP: 94551 BUSINESS PHONE: 925-960-4800 MAIL ADDRESS: STREET 1: 333 NORTH CANYONS PARKWAY CITY: Livermore STATE: CA ZIP: 94551 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-01-14 0 0001550695 Performant Financial Corp PFMT 0001166152 PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. 1924 SOUTH UTICA, SUITE 1120 TULSA OK 74104 0 0 1 0 0001127428 PRESCOTT GROUP AGGRESSIVE SMALL CAP LP 1924 SOUTH UTICA, SUITE 1120 TULSA OK 74104 0 0 1 0 0001279882 PRESCOTT GROUP AGGRESSIVE SMALL CAP II LP 1924 SOUTH UTICA, SUITE 1120 TULSA OK 74104 0 0 1 0 0001279880 PRESCOTT GROUP AGGRESSIVE SMALL CAP MASTER FUND GP 1924 SOUTH UTICA, SUITE 1120 TULSA OK 74104 0 0 1 0 0001127429 FROHLICH PHIL 1924 SOUTH UTICA, SUITE 1120 TULSA OK 74104 0 0 1 0 Common Stock, par value $0.0001 per share 2022-01-14 4 P 0 175322 2.06 A 14199266 I See Footnote Common Stock, par value $0.0001 per share 2022-01-18 4 P 0 71136 2.03 A 14270402 I See Footnote Common Stock, par value $0.0001 per share 2022-01-19 4 P 0 249761 2.03 A 14520163 I See Footnote The filing of this Form 4 shall not be construed as an admission that Prescott Group Capital Management, L.L.C. ("Prescott Capital") or Phil Frohlich, the managing member of Prescott Capital, is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Stock, par value $0.0001 per share (the "Common Stock"), of Performant Financial Corporation (the "Issuer") held by Prescott Group Aggressive Small Cap Master Fund, G.P. (the "Master Fund") for the accounts of Prescott Group Aggressive Small Cap, L.P. and Prescott Group Aggressive Small Cap II, L.P. (together, the "Small Cap Funds"). Pursuant to Rule 16a-1, both Prescott Capital and Mr. Frohlich disclaim such beneficial ownership. This Form 4 relates to shares of Common Stock of the Issuer held in the account of the Master Fund, of which the Small Cap Funds are general partners. Prescott Capital serves as the general partner and investment manager of the Small Cap Funds and may direct the Small Cap Funds. The Master Fund holds the shares of Common Stock for the accounts of the Small Cap Funds. Prescott Capital receives a portion of the profits in the way of a capital allocation from, and owns a partnership interest in, the Small Cap Funds. Phil Frohlich reports the Common Stock held indirectly by Prescott Capital because, as the managing member of Prescott Capital at the time of purchase, he controlled the disposition and voting of the securities. The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions at prices ranging from $2.05 to $2.08, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the ranges set forth in footnotes (3), (4) and (5) to this Form 4. The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions at prices ranging from $2.01 to $2.04, inclusive. The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions at prices ranging from $2.01 to $2.03, inclusive. PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. Name: /s/ Phil Frohlich Title: Managing Member 2022-01-19 PRESCOTT GROUP AGGRESSIVE SMALL CAP, L.P. By: Prescott Group Capital Management, L.L.C., its general partner Name: /s/ Phil Frohlich Title: Managing Member 2022-01-19 PRESCOTT GROUP AGGRESSIVE SMALL CAP II, L.P. By: Prescott Group Capital Management, L.L.C., its general partner Name: /s/ Phil Frohlich Title: Managing Member 2022-01-19 PRESCOTT GROUP AGGRESSIVE SMALL CAP MASTER FUND, G.P. By: Prescott Group Aggressive Small Cap, L.P., GP By: Prescott Group Aggressive Small Cap II, L.P., GP By: Prescott Group Capital Management, L.L.C., GP Name: /s/ Phil Frohlich Title: MM 2022-01-19 /s/ Phil Frohlich 2022-01-19