0000899243-20-033926.txt : 20201215 0000899243-20-033926.hdr.sgml : 20201215 20201215190338 ACCESSION NUMBER: 0000899243-20-033926 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201211 FILED AS OF DATE: 20201215 DATE AS OF CHANGE: 20201215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: mccormack riley CENTRAL INDEX KEY: 0001536534 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34108 FILM NUMBER: 201390814 MAIL ADDRESS: STREET 1: 2555 LAKE AVE CITY: MIAMI BEACH STATE: FL ZIP: 33140 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCM Strategic Partners L.P. CENTRAL INDEX KEY: 0001827235 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34108 FILM NUMBER: 201390815 BUSINESS ADDRESS: STREET 1: 26 TAHITI BEACH ISLAND ROAD CITY: CORAL GABLES STATE: FL ZIP: 33143 BUSINESS PHONE: 305-631-2754 MAIL ADDRESS: STREET 1: 26 TAHITI BEACH ISLAND ROAD CITY: CORAL GABLES STATE: FL ZIP: 33143 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCM Strategic GP LLC CENTRAL INDEX KEY: 0001827269 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34108 FILM NUMBER: 201390816 BUSINESS ADDRESS: STREET 1: 26 TAHITI BEACH ISLAND ROAD CITY: CORAL GABLES STATE: FL ZIP: 33143 BUSINESS PHONE: 305-631-2754 MAIL ADDRESS: STREET 1: 26 TAHITI BEACH ISLAND ROAD CITY: CORAL GABLES STATE: FL ZIP: 33143 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Digimarc CORP CENTRAL INDEX KEY: 0001438231 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 262828185 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9405 SW GEMINI DRIVE CITY: BEAVERTON STATE: OR ZIP: 97008 BUSINESS PHONE: 503-469-4618 MAIL ADDRESS: STREET 1: 9405 SW GEMINI DRIVE CITY: BEAVERTON STATE: OR ZIP: 97008 FORMER COMPANY: FORMER CONFORMED NAME: DMRC CORP DATE OF NAME CHANGE: 20080620 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-12-11 0 0001438231 Digimarc CORP DMRC 0001536534 mccormack riley 26 TAHITI BEACH ISLAND ROAD CORAL GABLES FL 33143 1 0 1 0 0001827235 TCM Strategic Partners L.P. 26 TAHITI BEACH ISLAND ROAD CORAL GABLES FL 33143 0 0 1 0 0001827269 TCM Strategic GP LLC 26 TAHITI BEACH ISLAND ROAD CORAL GABLES FL 33143 0 0 1 0 Common Stock 2020-12-11 4 C 0 1198161 14.37 A 3740240 I See Footnote Common Stock 6546 D Series B Convertible Preferred Stock 14.37 2020-12-11 4 C 0 16970 0.00 D Common Stock 1198161 0 I See Footnote These shares of Series B Convertible Preferred Stock plus accrued but unpaid dividends (the "Series B Shares") became convertible into shares of Common Stock when the holders of Common Stock (other than the Reporting Persons) approved the issuance of shares of Common Stock upon conversion of the Series B Shares, as required under the listing rules of the Nasdaq Stock Market (the "Shareholder Approval"). Following receipt of the Shareholder Approval and subject to satisfaction of stock exchange listing requirements, the Series B Shares were automatically converted into shares of Common Stock at a conversion price equal to $14.37 per share. The Series B Shares have no expiration date. The securities are directly owned by TCM Strategic Partners L.P. ("TCM Partners"). TCM Strategic GP LLC ("TCM GP") is the general partner of TCM Partners. Riley McCormack is the sole manager of TCM GP. Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of its or his indirect pecuniary interest therein, and this report shall not be deemed an admission that any Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. TCM Strategic Partners L.P., By: TCM Strategic GP LLC, its general partner, By: /s/ Riley McCormack, its manager 2020-12-15 TCM Strategic GP LLC, By: /s/ Riley McCormack, its manager 2020-12-15 /s/ Riley McCormack 2020-12-15