0001193125-18-330472.txt : 20181120 0001193125-18-330472.hdr.sgml : 20181120 20181119180208 ACCESSION NUMBER: 0001193125-18-330472 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20181120 DATE AS OF CHANGE: 20181119 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NOVANTA INC CENTRAL INDEX KEY: 0001076930 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 980110412 STATE OF INCORPORATION: A3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-60011 FILM NUMBER: 181193672 BUSINESS ADDRESS: STREET 1: 125 MIDDLESEX TURNPIKE STREET 2: . CITY: BEDFORD STATE: MA ZIP: 01730 BUSINESS PHONE: 781-266-5618 MAIL ADDRESS: STREET 1: 125 MIDDLESEX TURNPIKE STREET 2: . CITY: BEDFORD STATE: MA ZIP: 01730 FORMER COMPANY: FORMER CONFORMED NAME: GSI GROUP INC DATE OF NAME CHANGE: 20050622 FORMER COMPANY: FORMER CONFORMED NAME: GSI LUMONICS INC DATE OF NAME CHANGE: 19990401 FORMER COMPANY: FORMER CONFORMED NAME: GSI LUMONICS DATE OF NAME CHANGE: 19990331 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERSHAD STEPHEN W CENTRAL INDEX KEY: 0000923910 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 66 ARROYO HONDO TRAIL CITY: SANTA FE STATE: NM ZIP: 87508 SC 13D/A 1 d654096dsc13da.htm SC 13D/A SC 13D/A

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13D

[RULE 13d-101]

(Amendment No. 15)1

 

 

Novanta Inc.

(Name of Issuer)

 

 

Common Shares

(Title and Class of Securities)

67000B104

(CUSIP Number)

Stephen W. Bershad

c/o Christopher J. Hewitt

Tucker Ellis LLP

950 Main Avenue, Suite 1100

Cleveland, Ohio 44113

(216) 592-5000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 15, 2018

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box  ☐.

 

 

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

 

 

 

1 

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 disclosures provided in a prior cover page.

The information required on 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 (the “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).

 

 

 

 

(Continued on following pages)

(Page 1 of 4 Pages)

CUSIP No. 67000B104   13D   Page 2 of 4 Pages

 

  (1)   

Name of reporting persons

 

Stephen W. Bershad

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☐

 

  (3)  

SEC use only

 

  (4)  

Source of funds (see instructions)

 

OO

  (5)  

Check box if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e)  ☐

 

  (6)  

Citizenship or place of organization

 

USA

Number of

shares

beneficially

owned by

each

reporting

person

with

 

      (7)    

Sole voting power

 

1,211,648

     (8)   

Shared voting power

 

0

     (9)   

Sole dispositive power

 

1,211,648

   (10)   

Shared dispositive power

 

0

(11)  

Aggregate amount beneficially owned by each reporting person

 

1,310,510 (1)

(12)  

Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)  ☐

 

(13)  

Percent of class represented by amount in Row (11)

 

3.8%(2)

(14)  

Type of reporting person (see instructions)

 

IN

 

(1)

This number includes 98,862 deferred stock units that are fully vested and will convert into shares of Common Stock upon the date Mr. Bershad ceases to be a director of the Company. Mr. Bershad does not have voting rights or the right to receive dividends on these deferred stock units until they are converted to Common Stock.

(2)

Based on 34,905,121 shares of Common Stock outstanding as set forth in the Company’s Form 10-Q for the period ended September 28, 2018.

CUSIP No. 67000B104   13D   Page 3 of 4 Pages

 

This Amendment No. 15 is being filed on behalf of Stephen W. Bershad, a citizen of the United States of America (the “Reporting Person” or “Mr. Bershad”), to amend the Schedule 13D that was originally filed on February 4, 2009 (as amended, the “Schedule 13D”), relating to the common shares, no par value (the “Common Stock”), of Novanta, Inc. (the “Company”). Capitalized terms used herein and not otherwise defined in this Amendment have the meanings set forth in the Schedule 13D. This Amendment amends Items 4 and 5 as set forth below.

 

Item 4.

Purpose of Transaction.

On November 15, 2018, Mr. Bershad sold 500,000 shares of Common Stock for estate planning purposes. Mr. Bershad will continue in his role as Chairman of the Board, and continues to hold 1,310,510 shares, including his deferred stock units, immediately following this sale.

 

Item 5.

Interest in Securities of the Issuer.

(a)-(b). Mr. Bershad has the sole power to vote and dispose of 1,211,648 shares of Common Stock. Additionally, Mr. Bershad beneficially owns 98,862 DSUs that are fully vested and will convert into shares of Common Stock upon the date Mr. Bershad ceases to be a director of the Company. Mr. Bershad does not have voting rights or the right to receive dividends on these DSUs until they are converted to Common Stock.

(c). On November 15, 2018, Mr. Bershad sold 500,000 shares of Common Stock in a block sale at a price of $68.15 per share.

(e). On November 15, 2018, Mr. Bershad ceased to be the beneficial owner of more than five percent of the Common Stock.

CUSIP No. 67000B104   13D   Page 4 of 4 Pages

 

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.

Date: November 15, 2018

 

/s/ Stephen W. Bershad

Stephen W. Bershad