0001193805-21-000753.txt : 20210528 0001193805-21-000753.hdr.sgml : 20210528 20210528215043 ACCESSION NUMBER: 0001193805-21-000753 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210513 FILED AS OF DATE: 20210528 DATE AS OF CHANGE: 20210528 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MARTIN WILLIAM C CENTRAL INDEX KEY: 0001205885 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38334 FILM NUMBER: 21982666 MAIL ADDRESS: STREET 1: C/O RAGING CAPITAL MANAGEMENT, LLC STREET 2: TEN PRINCETON AVENUE, PO BOX 228 CITY: ROCKY HILL STATE: NJ ZIP: 08553 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Raging Capital Management, LLC CENTRAL INDEX KEY: 0001444376 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38334 FILM NUMBER: 21982665 BUSINESS ADDRESS: STREET 1: TEN PRINCETON AVENUE STREET 2: PO BOX 228 CITY: ROCKY HILL STATE: NJ ZIP: 08553-0228 BUSINESS PHONE: 6099100954 MAIL ADDRESS: STREET 1: TEN PRINCETON AVENUE STREET 2: PO BOX 228 CITY: ROCKY HILL STATE: NJ ZIP: 08553-0228 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMMERSION CORP CENTRAL INDEX KEY: 0001058811 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 943180138 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 330 TOWNSEND STREET STREET 2: SUITE 234 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: 408-467-1900 MAIL ADDRESS: STREET 1: 330 TOWNSEND STREET STREET 2: SUITE 234 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FORMER COMPANY: FORMER CONFORMED NAME: IMMERSION HUMAN INTERFACE CORP DATE OF NAME CHANGE: 19980602 4/A 1 form4a07738085_05282021.xml X0306 4/A 2021-05-13 2021-05-17 0 0001058811 IMMERSION CORP IMMR 0001205885 MARTIN WILLIAM C C/O RAGING CAPITAL MANAGEMENT, LLC TEN PRINCETON AVENUE, P.O. BOX 228 ROCKY HILL NJ 08553-0228 1 0 0 0 0001444376 Raging Capital Management, LLC TEN PRINCETON AVENUE PO BOX 228 ROCKY HILL NJ 08553-0228 1 0 0 0 Common Stock, $0.001 par value 2021-05-13 4 J 0 0 0 A 32030 D Common Stock, $0.001 par value 2222089 I By Raging Capital Master Fund, Ltd. This Form 4 is filed jointly by Raging Capital Management, LLC ("Raging Capital") and William C. Martin (collectively, the "Reporting Persons"). William C. Martin, the Chairman, Chief Investment Officer and Managing Member of Raging Capital, is a director of the Issuer. Accordingly, Raging Capital may be deemed to be a director by deputization of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. This amendment is being filed solely to reverse the previously reported grant of restricted stock to Mr. Martin on the original form 4 filed on May 17, 2021, as amended on May 19, 2021 (the "Original Form 4"). The Original Form 4 reported the grant of 17,313 restricted shares, which grant was approved by the Immersion Board of Directors on May 13, 2021. Such grant was intended to be made under the Issuer's 2011 Equity Incentive Plan (the "Plan"). However, the Plan had expired at the time such grant was approved; and therefore, such grant could not be made. On May 19, 2021, following the filing of the Original Form 4 but before any restricted shares purportedly granted actually were issued to Mr. Martin, the Issuer identified the termination of the Plan and therefore did not issue the restricted shares to Mr. Martin. As a result, the grant was not effective under the Issuer's grant procedures. Continued from footnote 2: The Immersion Board of Directors has rescinded the prior approval of such grant and has confirmed that Mr. Martin had no right to the restricted shares previously reported on the Original Form 4. Represents securities held directly by Raging Capital Master Fund, Ltd. ("Raging Master"). Raging Capital is the Investment Manager of Raging Master. William C. Martin is the Chairman, Chief Investment Officer and Managing Member of Raging Capital. Raging Master has delegated to Raging Capital the sole authority to vote and dispose of the securities held by Raging Master pursuant to an Investment Management Agreement, dated November 9, 2012, as amended and restated on December 21, 2016 (the "IMA"). The IMA may be terminated by any party thereto effective at the close of business on the last day of any fiscal quarter by giving the other party not less than sixty-one days' written notice. As a result, each of Raging Capital and William C. Martin may be deemed to beneficially own the securities held by Raging Master. Raging Master specifically disclaims beneficial ownership of the securities held by it by virtue of its inability to vote or dispose of such securities as a result of the IMA. By: /s/ Frederick C. Wasch as attorney-in-fact for William C. Martin 2021-05-28 By: Raging Capital Management, LLC, By: /s/ Frederick C. Wasch, Chief Financial Officer 2021-05-28