UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. No.______ )*
NQ Mobile Inc.
(Name of Issuer)
American Depositary Shares, each representing Five (5) Class A Common Shares, par value $0.0001 per share
(Title of Class of Securities)
64118U108
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x Rule
13d-1(b)
o Rule 13d-1(c)
o 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 the disclosures provided in a prior cover page.
The information required in 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).
Page 1 of 11 pages
| CUSIP No. 64118U1080 |
13G |
Page 2 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON Oberweis Asset Management, Inc.
| |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) Not Applicable |
(a) o (b) o |
| 3 | SEC USE ONLY | |
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Illinois
| |
|
NUMBER OF |
5 |
SOLE VOTING POWER None |
|
SHARES BENEFICIALLY OWNED BY |
6 |
SHARED VOTING POWER 1,259,344 ADSs* |
|
EACH REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER None |
| WITH | 8 |
SHARED DISPOSITIVE POWER 1,989,561 ADSs*
|
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,989,561 ADSs*
| |
| 10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES Not Applicable
|
o |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.6%
| |
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IA
| |
| CUSIP No. 64118U1080 |
13G |
Page 3 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON James D. Oberweis
| |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) Not Applicable
|
(a) o (b) o |
| 3 | SEC USE ONLY | |
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A.
| |
|
NUMBER OF |
5 |
SOLE VOTING POWER None |
|
SHARES BENEFICIALLY OWNED BY |
6 |
SHARED VOTING POWER 1,259,344 ADSs* |
|
EACH REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER None |
| WITH | 8 |
SHARED DISPOSITIVE POWER 1,989,561 ADSs*
|
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,989,561 ADSs*
| |
| 10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES Not Applicable
|
o |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.6%
| |
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN
| |
| CUSIP No. 64118U1080 |
13G |
Page 4 of 11 Pages |
| 1 |
NAME OF REPORTING PERSON James W. Oberweis
| |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) Not Applicable
|
(a) o (b) o |
| 3 | SEC USE ONLY | |
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A.
| |
|
NUMBER OF |
5 |
SOLE VOTING POWER None |
|
SHARES BENEFICIALLY OWNED BY |
6 |
SHARED VOTING POWER 1,259,344 ADSs* |
|
EACH REPORTING PERSON |
7 |
SOLE DISPOSITIVE POWER None |
| WITH | 8 |
SHARED DISPOSITIVE POWER 1,989,561ADSs*
|
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,989,561 ADSs*
| |
| 10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES Not Applicable
|
o |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.6%
| |
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN
| |
*Each American Depositary Share (“ADS”) represents five (5) Class A Common Shares, par value $0.0001 per share
| Item 1(a) | Name of Issuer: |
| NQ Mobile Inc. | |
| Item 1(b) | Address of Issuer’s Principal Executive Offices: |
| No. 4 Building, 11 Heping Li East Street | |
| Dongcheng District, Beijing 100013, The People’s Republic of China | |
| Item 2(a) | Name of Person Filing: |
| Oberweis Asset Management, Inc. (“OAM”) | |
| James D. Oberweis | |
| James W. Oberweis | |
| Item 2(b) | Address of Principal Business Office or, if none, Residence: |
| OAM, James D. Oberweis and James W. Oberweis are located at: | |
| 3333 Warrenville Road | |
| Suite 500 | |
| Lisle, IL 60532 | |
| Item 2(c) | Citizenship: |
| OAM is an Illinois Corporation. | |
| James D. Oberweis and James W. Oberweis are U.S. citizens. | |
| Item 2(d) | Title of Class of Securities: |
| American Depositary Shares, each representing Five (5) Class A Common Shares, par value US$0.0001 per share | |
| Item 2(e) | CUSIP Number: |
| 64118U1080 | |
| Item 3 | Type of Person: |
| (e) | OAM is an investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). James D. Oberweis and James W. Oberweis are the principal stockholders of OAM. |
Page 5 of 11 pages
| Item 4 | Ownership (at December 31, 2013): |
| (a) | Amount owned “beneficially” within the meaning of rule 13d-3: |
1,989,561 adss*
| (b) | Percent of class: |
6.6% (based on 151,833,654 Class A common shares, including American Depositary shares, outstanding on March 15, 2013, as reported in the Issuer’s annual report on Form 20-F filed on April 19, 2013 with the Securities and Exchange Commission for the fiscal year ended December 31, 2012.)
| (c) | Number of shares as to which such person has: | |
| (i) | sole power to vote or to direct the vote: | |
| none |
| (ii) | shared power to vote or to direct the vote: | |
| 1,259,344 ADSs* |
| (iii) | sole power to dispose or to direct the disposition of: | |
| none | ||
| (iv) | shared power to dispose or to direct disposition of: | |
| 1,989,561 ADSs* | ||
| * Each American Depositary Share (“ADS”) represents five (5) Class A Common Shares, par value $0.0001 per share |
| OAM serves as investment adviser to The Oberweis Funds (the “Fund”). Various of OAM’s shareholders and employees are also officers and trustees of the Fund, but OAM does not consider the Fund to be controlled by such persons. Although the Fund is not controlled by OAM, pursuant to Rule 13d-3(a) the 957,334 shares beneficially owned by the Fund, with respect to which the Fund has delegated to OAM voting power and dispositive power, are considered to be shares beneficially owned by OAM by reason of such delegated powers. In addition to the shares beneficially owned by the Fund, other clients of OAM may own shares which are not included in the aggregated number of shares reported herein because OAM does not have or share voting or investment power over those shares. |
Page 6 of 11 pages
| 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 hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨. | |
| Not Applicable | |
| Item 6 | Ownership of More than Five Percent on Behalf of Another Person: |
| The shares reported herein have been acquired on behalf of discretionary clients of OAM. Persons other than OAM are entitled to receive all dividends from, and proceeds from the sale of, those shares. | |
| 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 |
Page 7 of 11 pages
| 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. |
Page 8 of 11 pages
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 14, 2014
The undersigned corporation, on the date above written, agrees and consents to the joint filing on its behalf of this Schedule 13G in connection with its beneficial ownership of the security reported herein.
| OBERWEIS ASSET MANAGEMENT, INC. | ||
| By: | /s/ Patrick B. Joyce | |
| Patrick B. Joyce | ||
| Executive Vice President | ||
The undersigned individual, on the date above written, agrees and consents to the joint filing on his behalf of this Schedule 13G in connection with his beneficial ownership of the security reported herein.
| By: | /s/ James D. Oberweis | |
| James D. Oberweis |
The undersigned individual, on the date above written, agrees and consents to the joint filing on his behalf of this Schedule 13G in connection with his beneficial ownership of the security reported herein.
| By: | /s/ James W. Oberweis | |
| James W. Oberweis |
.
Page 9 of 11 pages
Exhibit Index
| Exhibit 1 | Joint Filing Agreement dated as of February 14, 2014 between Oberweis Asset Management, Inc., James D. Oberweis and James W. Oberweis |
Page 10 of 11 pages
EXHIBIT 1
JOINT FILING AGREEMENT
The undersigned hereby agree to the joint filing of the Schedule 13G (and any amendments thereto) to which this Agreement is attached.
Dated: February 14, 2014
| OBERWEIS ASSET MANAGEMENT, INC. | ||
| By: | /s/ Patrick B. Joyce | |
| Patrick B. Joyce | ||
| Executive Vice President | ||
| JAMES D. OBERWEIS | ||
| /s/ James D. Oberweis |
| JAMES W. OBERWEIS | ||
| /s/ James W. Oberweis |
Page 11 of 11 pages