FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Marlborough Software Development Holdings Inc. [ MBGH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/20/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 08/20/2013 | S | 201,000(2) | D | $0.0701 | 2,075,719(3) | I | GP / Investmt Manager(1) | ||
Common Stock | 08/21/2013 | S | 219,970(4) | D | $0.0723 | 1,855,749(5) | I | GP / Investmt Manager(1) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 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 (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Columbia Pacific Advisors, LLC ("Advisors") serves as the general partner of Columbia Pacific Opportunity Fund, L.P. ("CPOF") and the investment manager of Columbia Pacific Partners Fund, Ltd. ("CPPF"). |
2. CPOF sold 190,371 shares and CPPF sold 10,629 shares. |
3. CPOF directly owned 1,965,960 shares and CPPF directly owned 109,759 shares. |
4. CPOF sold 208,338 shares and CPPF sold 11,632 shares. |
5. CPOF directly owns 1,757,622 shares and CPPF directly owns 98,127 shares. |
Remarks: |
This Form 4 is being filed by Advisors, CPOF and CPPF, (each a "Reporting Person" and collectively the "Reporting Persons"). The business address of the Reporting Persons is 1910 Fairview Avenue East, Suite 200, Seattle, WA 98102. Prior to this filing, CPOF and CPPF directly held 2,156,331 and 120,388 shares of common stock, respectively, in the Issuer ("Shares"). Advisors is the general partner of CPOF, and in such capacity holds a limited partnership interest in CPOF. Each of the Reporting Persons may be deemed to be a member of a group exercising voting and investment control over the Shares; however, each Reporting Person disclaims membership in any such group and disclaims beneficial ownership of the Shares except to the extent of its or his pecuniary interest therein. |
Columbia Pacific Advisors, LLC - Alexander B. Washburn | 08/29/2013 | |
Columbia Pacific Opportunity Fund, L.P. - Alexander B. Washburn | 08/29/2013 | |
Columbia Pacific Partners Fund, Ltd. - Alexander B. Washburn | 08/29/2013 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |