0001048462-18-000005.txt : 20180213 0001048462-18-000005.hdr.sgml : 20180213 20180213165309 ACCESSION NUMBER: 0001048462-18-000005 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180213 DATE AS OF CHANGE: 20180213 GROUP MEMBERS: CHARLES E. DAVIDSON GROUP MEMBERS: JOSEPH M. JACOBS GROUP MEMBERS: WEXFORD GP LLC GROUP MEMBERS: WEXFORD SPECTRUM INVESTORS LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VIVEVE MEDICAL, INC. CENTRAL INDEX KEY: 0000879682 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 043153858 STATE OF INCORPORATION: B0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42378 FILM NUMBER: 18604357 BUSINESS ADDRESS: STREET 1: 150 COMMERCIAL STREET CITY: SUNNYVALE STATE: CA ZIP: 94086 BUSINESS PHONE: 4085301900 MAIL ADDRESS: STREET 1: 150 COMMERCIAL STREET CITY: SUNNYVALE STATE: CA ZIP: 94086 FORMER COMPANY: FORMER CONFORMED NAME: PLC SYSTEMS INC DATE OF NAME CHANGE: 19930328 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WEXFORD CAPITAL LP CENTRAL INDEX KEY: 0001048462 IRS NUMBER: 061442624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038627000 MAIL ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER COMPANY: FORMER CONFORMED NAME: WEXFORD CAPITAL LLC DATE OF NAME CHANGE: 20000817 FORMER COMPANY: FORMER CONFORMED NAME: WEXFORD MANAGEMENT LLC DATE OF NAME CHANGE: 19971024 SC 13G/A 1 formsc13ga3.htm WEXFORD CAPITAL SC13GA3 02-13-2018

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3)

Viveve Medical, Inc.
(Name of Issuer)


Common Stock, $0.0001 par value
__________________________
(Title of Class of Securities)

92852W204
______________________________________________
(CUSIP Number)


December 31, 2017
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
£
Rule 13d-1(b)
☑
Rule 13d-1(c)
£
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).


CUSIP NO. 92852W204
13G A3
  
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wexford Spectrum Investors LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
 
6
SHARED VOTING POWER
 
  
276,500
7
SOLE DISPOSITIVE POWER
 
 
8
SHARED DISPOSITIVE POWER
 
  
276,500
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
276,500
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
1.42%
12
TYPE OF REPORTING PERSON
 
OO







CUSIP NO. 92852W204
13G A3
  
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wexford Capital LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
276,500
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
276,500
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
276,500
.
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
1.42%
12
TYPE OF REPORTING PERSON
 
PN



CUSIP NO. 92852W204
13G A3
  
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wexford GP LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
276,500
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
276,500
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
276,500
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
1.42%
12
TYPE OF REPORTING PERSON
 
OO


CUSIP NO. 92852W204
13G A3
  
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Charles E. Davidson
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
276,500
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
276,500
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
276,500
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
1.42%
12
TYPE OF REPORTING PERSON
 
IN


CUSIP NO.  92852W204
13G A3
  
1
NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joseph M. Jacobs
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  ☐
(b)  ☐
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
276,500
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
276,500
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
276,500
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
 
1.42%
12
TYPE OF REPORTING PERSON
 
IN

This Amendment No. 3 (this "Amendment") modifies and supplements the Schedule 13G initially filed on May 20, 2015, as amended by Amendment No. 1 filed on February 16, 2016 and Amendment No. 2 filed on February 8, 2017 (together, the "Statement"), with respect to the common stock, $0.0001 value per share (the "Common Stock"), of Viveve Medical, Inc., a Delaware corporation (the "Company"). Except to the extent supplemented by the information contained in this Amendment, the Statement, as amended as provided herein, remains in full force and effect. Capitalized terms used herein without definition have the respective meanings ascribed to them in the Statement.

Items 1(b), 2(e), 4 and 5 should be deleted in their entirety and replaced with the following:

Item 1.

(b)
Address of Issuer's Principal Executive Offices:

345 Inverrness Drive South
Building B, Suite 250
Englewood, CO 80112

Item 2.

(e)
CUSIP Number:

 92852W204

Item 4.
Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. Information set forth below is on the basis of 19,426,415 shares of common stock issued and outstanding as of November 7, 2017 as reported in the Company's Form 10-Q filed with the Securities and Exchange Commission on November 8, 2017.
 
 
(i) Wexford Spectrum Investors LLC
(a)
Amount beneficially owned: 276,500
(b)
Percent of class: 1.42%
(c)
Number of shares to which the person has: 276,500
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 276,500
  (iii)
Sole power to dispose or to direct the disposition of: 0
  (iv)
Shared power to dispose or to direct the disposition of:  276,500

(ii) Wexford Capital LP
(a)
Amount beneficially owned: 276,500
(b)
Percent of class: 1.42%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 276,500
  (iii)
Sole power to dispose or to direct the disposition of: 0
  (iv)
Shared power to dispose or to direct the disposition of: 276,500

(iii) Wexford GP LLC
(a)
Amount beneficially owned: 276,500
(b)
Percent of class: 1.42%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 276,500
  (iii)
Sole power to dispose or to direct the disposition of: 0
  (iv)
Shared power to dispose or to direct the disposition of: 276,500

(iv) Charles E. Davidson
(a)
Amount beneficially owned: 276,500
(b)
Percent of class: 1.42%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 276,500
  (iii)
Sole power to dispose or to direct the disposition of: 0
  (iv)
Shared power to dispose or to direct the disposition of: 276,500

(v) Joseph M. Jacobs
(a)
Amount beneficially owned: 276,500
(b)
Percent of class: 1.42%
(c)
Number of shares to which the person has:
(i)
Sole power to vote or to direct the vote: 0
(ii)
Shared power to vote or to direct the vote: 276,500
  (iii)
Sole power to dispose or to direct the disposition of: 0
  (iv)
Shared power to dispose or to direct the disposition of: 276,500
 
 
 
Wexford Capital LP ("Wexford Capital") may, by reason of its status as manager of Wexford Spectrum Investors LLC ("WSI"), be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Wexford GP LLC ("Wexford GP") may, as the General Partner of Wexford Capital, be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Each of Charles E. Davidson ("Davidson") and Joseph M. Jacobs ("Jacobs") may, by reason of his status as a controlling person of Wexford GP, be deemed to own beneficially the securities of which WSI possesses beneficial ownership. Each of Wexford Capital, Wexford GP, Davidson and Jacobs share the power to vote and to dispose of the securities beneficially owned by WSI.  Each of Wexford Capital, Wexford GP, Davidson and Jacobs disclaim beneficial ownership of the securities owned by WSI and this report shall not be deemed as an admission that they are the beneficial owners of such securities except, in the case of Davidson and Jacobs, to the extent of their respective interests in the members of WSI.

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 persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☒.


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.

DATED: February 13, 2018  

 
WEXFORD SPECTRUM INVESTORS LLC
  
       
 
By:
  /s/ Arthur Amron  
 
Nam  
Arthur Amron
  
 
Title: 
Vice President and Assistant Secretary
 
  
 
WEXFORD CAPITAL LP
  
 
By:
Wexford GP LLC, its General Partner
  
       
 
By:
   /s/ Arthur Amron  
 
Name
Arthur Amron
  
 
Title: 
Vice President and Assistant Secretary
  
       
 
WEXFORD GP LLC
  
       
 
By:
   /s/ Arthur Amron  
 
Name
Arthur Amron
  
 
Title: 
Vice President and Assistant Secretary
  
       
     
    /s/ Joseph M. Jacobs  
 
 JOSEPH M. JACOBS
  
     
       
    /s/ Charles E. Davidson  
 
 CHARLES E. DAVIDSON