1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shannon River Partners LP
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
WC
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
137,778
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
137,778
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
137,778
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
|
14.
|
TYPE OF REPORTING PERSON
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shannon River Master Fund, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
WC
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
48,692
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
48,692
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
48,692
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
|
14.
|
TYPE OF REPORTING PERSON
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Doonbeg Master Fund, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
WC
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
1,277,570
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
1,277,570
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,277,570
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.0%
|
|
14.
|
TYPE OF REPORTING PERSON
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shannon River Fund Management LLC
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
OO
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
296,273 (1)
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
296,273 (1)
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
296,273 (1)
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
|
14.
|
TYPE OF REPORTING PERSON
IA
|
(1)
|
Includes 158,495 Shares that are deemed to be beneficially owned by Shannon River Fund Management LLC, which serves as sub-advisor to one other fund.
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shannon River Capital Management LLC
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
OO
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
186,470
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
186,470
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
186,470
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
|
14.
|
TYPE OF REPORTING PERSON
IA
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shannon River Global Management LLC
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
OO
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
48,692
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
48,692
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
48,692
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
|
14.
|
TYPE OF REPORTING PERSON
IA
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Doonbeg Global Management, LLC
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
OO
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
1,277,570
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
1,277,570
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,277,570
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.0%
|
|
14.
|
TYPE OF REPORTING PERSON
IA
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Doonbeg Fund Management, LLC
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
OO
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
1,277,570
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
1,277,570
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,277,570
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.0%
|
|
14.
|
TYPE OF REPORTING PERSON
IA
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Spencer Waxman
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
|
4.
|
SOURCE OF FUNDS
OO
|
|
5.
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7.
|
SOLE VOTING POWER
0
|
8.
|
SHARED VOTING POWER
1,622,535 (1)
|
|
9.
|
SOLE DISPOSITIVE POWER
0
|
|
10.
|
SHARED DISPOSITIVE POWER
1,622,535 (1)
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,622,535 (1)
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
|
|
14.
|
TYPE OF REPORTING PERSON
IN
|
(1)
|
Includes 158,495 Shares that are deemed to be beneficially owned by Shannon River Fund Management LLC, which serves as sub-advisor to one other fund.
|
Item 1. |
Security and Issuer.
|
Item 2. |
Identity and Background.
|
Item 3. |
Source and Amount of Funds or Other Consideration.
|
Item 4. |
Purpose of Transaction.
|
Item 5. |
Interest in Securities of the Issuer.
|
Item 6. |
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7. |
Material to be Filed as Exhibits.
|
Exhibit 99.1 |
Joint Filing Agreement, dated as of the date hereof, by and among Shannon River Partners LP, Shannon River Master Fund, L.P., Doonbeg Master Fund, L.P., Shannon River Fund Management LLC, Shannon River Capital Management LLC, Shannon
River Global Management LLC, Doonbeg Fund Management, LLC, Doonbeg Global Management, LLC and Spencer Waxman
|
Schedule 1 |
Transactions Effected by the Reporting Persons within the last 60 Days
|
SHANNON RIVER PARTNERS LP
|
|||
By:
|
Shannon River Capital Management LLC, General Partner
|
||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER MASTER FUND, L.P.
|
|||
By:
|
Shannon River Capital Management LLC,
as General Partner
|
||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
DOONBEG MASTER FUND, L.P.
|
|||
By:
|
Doonbeg Fund Management, LLC,
as General Partner
|
||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER FUND MANAGEMENT LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER CAPITAL MANAGEMENT LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER GLOBAL MANAGEMENT LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
DOONBEG FUND MANAGEMENT, LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
DOONBEG GLOBAL MANAGEMENT, LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
/s/ Spencer Waxman
|
|
SPENCER WAXMAN
|
Date
|
Security
|
Number of Shares Bought/(Sold)
|
Approximate price ($) per share
|
07/19/2019
|
Common Stock
|
(10,900)
|
($7.91)
|
Date
|
Security
|
Number of Shares Bought/(Sold)
|
Approximate price ($) per share
|
08/02/2019
|
Common Stock
|
11,169
|
$8.03
|
08/02/2019
|
Common Stock
|
1,200
|
$7.68541667
|
08/02/2019
|
Common Stock
|
45,741
|
$8.00332382
|
08/02/2019
|
Common Stock
|
7,554
|
$7.64576516
|
Date
|
Security
|
Number of Shares Bought/(Sold)
|
Approximate price ($) per share
|
06/11/2019
|
Common Stock
|
20,900
|
$7.52
|
06/17/2019
|
Common Stock
|
6,500
|
$7.40
|
06/27/2019
|
Common Stock
|
16,700
|
$7.60
|
07/01/2019
|
Common Stock
|
16,700
|
$7.59
|
07/17/2019
|
Common Stock
|
10,300
|
$7.41
|
SHANNON RIVER PARTNERS LP
|
|||
By:
|
Shannon River Capital Management LLC, General Partner
|
||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER MASTER FUND, L.P.
|
|||
By:
|
Shannon River Capital Management LLC,
as General Partner
|
||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
DOONBEG MASTER FUND, L.P.
|
|||
By:
|
Doonbeg Fund Management, LLC,
as General Partner
|
||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER FUND MANAGEMENT LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER CAPITAL MANAGEMENT LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
SHANNON RIVER GLOBAL MANAGEMENT LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
DOONBEG FUND MANAGEMENT, LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
DOONBEG GLOBAL MANAGEMENT, LLC
|
|||
By:
|
/s/ Spencer Waxman
|
||
Name:
|
Spencer Waxman
|
||
Title:
|
Managing Member
|
/s/ Spencer Waxman
|
|
SPENCER WAXMAN
|