SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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. Name and Address of Reporting Person* Harbert Discovery Fund, LP (Last) (First) (Middle) 2100 THIRD AVENUE NORTH, SUITE 600 (Street) BIRMINGHAM AL 35203 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/13/2019	3. Issuer Name and Ticker or Trading Symbol PERCEPTRON INC/MI [ PRCP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value	987,091	D(1)
Common Stock, $0.01 par value	6,802	D(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Director Stock Option (Right to Buy)	09/01/2016	09/01/2026	Common Stock, $0.01 par value	8,000	$6.46	D(3)

1. Name and Address of Reporting Person* Harbert Discovery Fund, LP (Last) (First) (Middle) 2100 THIRD AVENUE NORTH, SUITE 600 (Street) BIRMINGHAM AL 35203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBERT DISCOVERY FUND GP, LLC (Last) (First) (Middle) 2100 THIRD AVENUE NORTH, SUITE 600 (Street) BIRMINGHAM AL 35203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBERT FUND ADVISORS, INC. (Last) (First) (Middle) 2100 THIRD AVENUE NORTH, SUITE 600 (Street) BIRMINGHAM AL 35203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBERT MANAGEMENT CORP (Last) (First) (Middle) 2100 THIRD AVENUE NORTH, SUITE 600 (Street) BIRMINGHAM AL 35203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* LUCAS KENAN (Last) (First) (Middle) 2100 THIRD AVENUE NORTH, SUITE 600 (Street) BIRMINGHAM AL 35203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBERT RAYMOND J (Last) (First) (Middle) 2100 THIRD AVENUE NORTH SUITE 600 (Street) BIRMINGHAM AL 35203 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The securities are held in the account of Harbert Discovery Fund, LP (the "Fund") and may be deemed to be beneficially owned by (i) Harbert Discovery Fund GP, LLC (the "Fund GP"), the general partner of the Fund, (ii) Harbert Fund Advisors, Inc., the investment adviser to the Fund, (iii) Harbert Management Corporation ("HMC"), the managing member of the Fund GP, (iv) Jack Bryant, a Senior Advisor of the Fund, and a Vice President and Senior Managing Director of HMC, (v) Kenan Lucas, the Managing Director and Portfolio Manager of the Fund GP and (v) Raymond Harbert, the controlling shareholder, Chairman and Chief Executive Officer of HMC. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 3 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. Jack Bryant received 6,802 shares of Common Stock (the "Reported Shares") in lieu of a portion of his annual Board Compensation pursuant to the Directors Stock Purchase Rights under the 2004 Stock Incentive Plan, an exempt plan. The Reported Shares were assigned to HFA, and are held in an affiliated brokerage account for the benefit of the Fund.

3. On September 1, 2016 Jack Bryant was granted an option to purchase 8,000 shares of common stock of the issuer under the issuer's First Amended and Restated 2004 Stock Incentive Plan. The options have a three-year vesting schedule whereby one-third of the options vested and became exercisable on or after September 1, 2017, one-third of the options vested and became exercisable on or after September 1, 2018, and the final one-third of the options will vest and become exercisable on or after September 1, 2019, subject to accelerated vesting upon the occurrence of certain changes in control of the issuer.

Remarks:

Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 3 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

	Harbert Discovery Fund, LP, By: Harbert Discovery Fund GP, LLC, its General Partner, By: Harbert Management Corporation, its Managing Member, By: /s/ John McCullough, Executive Vice President and General Counsel	06/14/2019
	Harbert Discovery Fund GP, LLC, By: Harbert Management Corporation, its Managing Member, By: /s/ John McCullough, Executive Vice President and General Counsel	06/14/2019
	Harbert Fund Advisors, Inc., By: /s/ John McCullough, Executive Vice President and General Counsel	06/14/2019
	Harbert Management Corporation, By: /s/ John McCullough, Executive Vice President and General Counsel	06/14/2019
	/s/ Kenan Lucas	06/14/2019
	/s/ Raymond Harbert	06/14/2019
	** 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 5 (b)(v).
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