0001104659-20-115382.txt : 20201015
0001104659-20-115382.hdr.sgml : 20201015
20201015183027
ACCESSION NUMBER: 0001104659-20-115382
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200805
FILED AS OF DATE: 20201015
DATE AS OF CHANGE: 20201015
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WYNNEFIELD PARTNERS SMALL CAP VALUE LP I
CENTRAL INDEX KEY: 0001251565
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242339
BUSINESS ADDRESS:
STREET 1: 450 SEVENTH AVENUE
STREET 2: SUITE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
BUSINESS PHONE: 212-760-0814
MAIL ADDRESS:
STREET 1: 450 SEVENTH AVENUE
STREET 2: SUITE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WYNNEFIELD PARTNERS SMALL CAP VALUE LP
CENTRAL INDEX KEY: 0000899083
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242340
BUSINESS ADDRESS:
STREET 1: 450 SEVENTH AVENUE
STREET 2: SUITE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
BUSINESS PHONE: 212-760-0814
MAIL ADDRESS:
STREET 1: 450 SEVENTH AVENUE
STREET 2: SUITE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND LTD
CENTRAL INDEX KEY: 0001030806
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242341
BUSINESS ADDRESS:
STREET 1: 450 SEVENTH AVE
STREET 2: STE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
BUSINESS PHONE: 2127600814
MAIL ADDRESS:
STREET 1: 450 SEVENTH AVE
STREET 2: STE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WYNNEFIELD CAPITAL MANAGEMENT LLC
CENTRAL INDEX KEY: 0001056835
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242342
BUSINESS ADDRESS:
STREET 1: 450 SEVENTH AVE
STREET 2: STE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
BUSINESS PHONE: 2127600814
MAIL ADDRESS:
STREET 1: 450 SEVENTH AVE
STREET 2: STE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WYNNEFIELD CAPITAL INC
CENTRAL INDEX KEY: 0001251567
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242343
BUSINESS ADDRESS:
STREET 1: 450 SEVENTH AVE
STREET 2: STE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
BUSINESS PHONE: 2129600814
MAIL ADDRESS:
STREET 1: 450 SEVENTH AVE
STREET 2: STE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Wynnefield Capital, Inc. Profit Sharing Plan
CENTRAL INDEX KEY: 0001289453
STATE OF INCORPORATION: NY
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242344
BUSINESS ADDRESS:
STREET 1: 450 SEVENTH AVENUE
STREET 2: SUITE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
BUSINESS PHONE: 212-760-0278
MAIL ADDRESS:
STREET 1: 450 SEVENTH AVENUE
STREET 2: SUITE 509
CITY: NEW YORK
STATE: NY
ZIP: 10123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: OBUS NELSON
CENTRAL INDEX KEY: 0001017043
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242345
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LANDES JOSHUA
CENTRAL INDEX KEY: 0001251568
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36451
FILM NUMBER: 201242346
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Quest Resource Holding Corp
CENTRAL INDEX KEY: 0001442236
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EQUIPMENT RENTAL & LEASING, NEC [7359]
IRS NUMBER: 510665952
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3481 PLANO PARKWAY
CITY: THE COLONY
STATE: TX
ZIP: 75056
BUSINESS PHONE: 972-464-0004
MAIL ADDRESS:
STREET 1: 3481 PLANO PARKWAY
CITY: THE COLONY
STATE: TX
ZIP: 75056
FORMER COMPANY:
FORMER CONFORMED NAME: Infinity Resources Holdings Corp.
DATE OF NAME CHANGE: 20121030
FORMER COMPANY:
FORMER CONFORMED NAME: YouChange Holdings Corp
DATE OF NAME CHANGE: 20100824
FORMER COMPANY:
FORMER CONFORMED NAME: BlueStar Financial Group, Inc.
DATE OF NAME CHANGE: 20080806
4/A
1
tm2033304-1_4a.xml
OWNERSHIP DOCUMENT
X0306
4/A
2020-08-05
2020-08-07
0
0001442236
Quest Resource Holding Corp
QRHC
0001251565
WYNNEFIELD PARTNERS SMALL CAP VALUE LP I
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
0000899083
WYNNEFIELD PARTNERS SMALL CAP VALUE LP
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
0001030806
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND LTD
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
0001056835
WYNNEFIELD CAPITAL MANAGEMENT LLC
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
0001251567
WYNNEFIELD CAPITAL INC
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
0001289453
Wynnefield Capital, Inc. Profit Sharing Plan
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
0001017043
OBUS NELSON
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
0001251568
LANDES JOSHUA
450 SEVENTH AVENUE
SUITE 509
NEW YORK
NY
10123
0
0
1
0
Common Stock, $0.001 par value per share
902817
D
Common Stock, $0.001 par value per share
2020-08-05
4
P
0
285000
1.15
A
1000778
I
See Footnotes
Common Stock, $0.001 par value per share
2020-10-13
4
S
0
2000
2.0601
D
998778
I
See Footnotes
The transactions reported were made pursuant to a Securities Purchase Agreement, dated August 5, 2020, between Quest Resource Holding Corporation, Wynnefield Capital, Inc., which is an affiliate of the Reporting Person, and the other parties thereto.
The original Form 4, filed on August 7, 2020, is being amended by this Form 4 amendment solely to correct an administrative error, which misreported a transaction that occurred on August 5, 2020 as a purchase for $1.14 per share, when in fact it was a purchase for $1.15 per share. No other changes have been made to the original form 4
The Reporting Person directly beneficially owns 902,817 shares of common stock, $0.001 par value per share ("Common Stock") of Quest Resource Holding Corporation. Wynnefield Capital Management, LLC, as the sole general partner of the Reporting Person, has an indirect beneficial ownership interest in the shares of Common Stock that the Reporting Person directly beneficially owns. Nelson Obus and Joshua Landes, as co-managing members of Wynnefield Capital Management, LLC, have an indirect beneficial ownership interest in the shares of Common Stock that the Reporting Person directly beneficially owns.
The Reporting Person has an indirect beneficial ownership interest in 594,987 shares of Common Stock, which are directly beneficially owned by Wynnefield Partners Small Cap Value, L.P., as members of a group under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Wynnefield Partners Small Cap Value, L.P., which maintains offices at the same address as the Reporting Person, is filing this statement jointly with the Reporting Person. Wynnefield Capital Management, LLC, as the sole general partner of Wynnefield Partners Small Cap Value, L.P., has an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Partners Small Cap Value L.P. directly beneficially owns. Nelson Obus and Joshua Landes, as co-managing members of Wynnefield Capital Management, LLC, have an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Partners Small Cap Value, L.P. directly beneficially owns.
The Reporting Person has an indirect beneficial ownership interest in 183,000 shares of Common Stock, which are directly beneficially owned by Wynnefield Small Cap Value Offshore Fund, Ltd., as members of a group under Section 13(d) of the Exchange Act. Wynnefield Small Cap Value Offshore Fund, Ltd., which maintains offices at the same address as the Reporting Person, is filing this statement jointly with the Reporting Person. Wynnefield Capital, Inc. as the sole investment manager of Wynnefield Small Cap Value Offshore Fund, Ltd., has an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Small Cap Value Offshore Fund, Ltd. directly beneficially owns. Nelson Obus and Joshua Landes, as principal executive officers of Wynnefield Capital, Inc., have an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Small Cap Value Offshore Fund, Ltd. directly beneficially owns.
The Reporting Person has an indirect beneficial ownership interest in 220,791 shares of Common Stock, which are directly beneficially owned by Wynnefield Capital, Inc. Profit Sharing Plan, as members of a group under Section 13(d) of the Exchange Act. Wynnefield Capital, Inc. Profit Sharing Plan, which maintains offices at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. Mr. Obus and Mr. Landes, as co-trustees, has the power to vote and dispose of Wynnefield Capital, Inc. Profit Sharing Plan's investments in securities and has an indirect beneficial ownership interest in the shares of Common Stock that Wynnefield Capital, Inc. Profit Sharing Plan directly beneficially owns.
The Reporting Person has notified the Issuer that the transaction disclosed herein may constitute a short-swing profit under Section 16(b) of the Exchange Act and intends to disgorge the profits with respect to the transaction to the Issuer.
Each of the Reporting Owners identified in this statement disclaims beneficial ownership of the securities described in this statement, except to the extent of their individual respective pecuniary interest in such securities. The filing of this statement shall not be deemed an admission that any of the Reporting Owners identified in this statement are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities specified in this statement other than those directly beneficially owned by them.
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. I, By: Wynnefield Capital Management, LLC, General Partner, By: /s/ Nelson Obus, Managing Member
2020-10-15
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P., By: Wynnefield Capital Management, LLC, General Partner, By: /s/ Nelson Obus, Managing Member
2020-10-15
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD., By: Wynnefield Capital, Inc., By: /s/ Nelson Obus, President
2020-10-15
WYNNEFIELD CAPITAL, INC. PROFIT SHARING PLAN, By: /s/ Nelson Obus, Co-Trustee
2020-10-15
WYNNEFIELD CAPITAL MANAGEMENT, LLC, By: /s/ Nelson Obus, Managing Member
2020-10-15
WYNNEFIELD CAPITAL, INC., By: /s/ Nelson Obus, President
2020-10-15
/s/ Nelson Obus, individually
2020-10-15
/s/ Joshua Landes, individually
2020-10-15