0000904454-16-001574.txt : 20161116 0000904454-16-001574.hdr.sgml : 20161116 20161116164053 ACCESSION NUMBER: 0000904454-16-001574 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20161116 DATE AS OF CHANGE: 20161116 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ID SYSTEMS INC CENTRAL INDEX KEY: 0000049615 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 223270799 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-58109 FILM NUMBER: 162002849 BUSINESS ADDRESS: STREET 1: 123 TICE BOULEVARD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07677 BUSINESS PHONE: 2019969000 MAIL ADDRESS: STREET 1: 123 TICE BOULEVARD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07677 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Emancipation Management LLC CENTRAL INDEX KEY: 0001478861 IRS NUMBER: 020700892 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212 605-0661 MAIL ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D/A 1 s13da_111416-idsystems.htm SCHEDULE 13D/A FOR ID SYSTEMS, INC. BY EMANCIPATION MANAGEMENT LLC
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
 
 
SCHEDULE 13D
 
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
 
ID Systems, Inc.
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
449489103
(CUSIP Number)
 
Mr. Charles Frumberg
Emancipation Capital
825 Third Avenue
New York, New York 10022
(212) 605-0661
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
November 14, 2016
(Date of Event which Requires
Filing of this Schedule)
 
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.    [X]
 
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.

--------------------------
* 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 ("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).
 
 
 
 
 

 
 
 
 
 
1
NAME OF REPORTING PERSONS
Emancipation 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 PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
[   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
- 0 -
 
8
SHARED VOTING POWER
1,719,093 shares of Common Stock
 
9
SOLE DISPOSITIVE POWER
- 0 -
 
10
SHARED DISPOSITIVE POWER
1,719,093 shares of Common Stock
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,719,093 shares of Common Stock
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)
12.5%
 
14
TYPE OF REPORTING PERSON
OO
 
 
 
 
 
2

 
 
 
 
1
NAME OF REPORTING PERSONS
Emancipation Capital Master, Ltd.
 
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 PROCEEDING IS REQUIRED PURSUANT TO ITEM 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
753,910 shares of Common Stock
 
9
SOLE DISPOSITIVE POWER
- 0 -
 
10
SHARED DISPOSITIVE POWER
753,910 shares of Common Stock
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
753,910 shares of Common Stock
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)
5.5%
 
14
TYPE OF REPORTING PERSON
CO
 
 
 
 
 
3

 
 
 
 
1
NAME OF REPORTING PERSONS
Emancipation Capital SPV IV 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 PROCEEDING IS REQUIRED PURSUANT TO ITEM 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
680,399 shares of Common Stock
 
9
SOLE DISPOSITIVE POWER
- 0 -
 
10
SHARED DISPOSITIVE POWER
680,399 shares of Common Stock
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
680,399 shares of Common Stock
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)
4.9%
 
14
TYPE OF REPORTING PERSON
OO
 
 
 
 
 
4

 
 
 
 
 
1
NAME OF REPORTING PERSONS
Emancipation Capital 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 PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
[   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
- 0 -
 
8
SHARED VOTING POWER
680,399 shares of Common Stock
 
9
SOLE DISPOSITIVE POWER
- 0 -
 
10
SHARED DISPOSITIVE POWER
680,399 shares of Common Stock
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
680,399 shares of Common Stock
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)
4.9%
 
14
TYPE OF REPORTING PERSON
OO
 
 
 
 
 
5

 
 

 
1
NAME OF REPORTING PERSONS
Charles Frumberg
 
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 PROCEEDING IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
[   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7
SOLE VOTING POWER
- 0 -
 
8
SHARED VOTING POWER
1,719,093 shares of Common Stock
 
9
SOLE DISPOSITIVE POWER
- 0 -
 
10
SHARED DISPOSITIVE POWER
1,719,093 shares of Common Stock
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
1,719,093 shares of Common Stock
 
12
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item 5)
12.5%
 
14
TYPE OF REPORTING PERSON
IN
 
 
 
 
 
 
6

 
 
 
AMENDMENT NO. 3 TO SCHEDULE 13D
Reference is hereby made to the statement on Schedule 13D filed with the Securities and Exchange Commission on July 28, 2015, Amendment No. 1 thereto filed with the Securities and Exchange Commission on March 9, 2016 and Amendment No. 2 thereto filed with the Securities and Exchange Commission on September 27, 2016 (as so amended, the "Schedule 13D") with respect to Common Stock of the Issuer.  Terms previously defined in the Schedule 13D are used herein as so defined.
Item 5.
INTEREST IN SECURITIES OF THE ISSUER.
 
The following paragraphs of Item 5 are hereby amended and restated to read in their entirety as follows:
(a) – (b)  The information requested by these paragraphs is incorporated herein by reference to the information provided on the cover pages to this Amendment No. 3 to Schedule 13D.  Percentage ownership is based on 13,753,500 shares of Common Stock outstanding as of November 8, 2016, as reported in the Issuer's Quarterly Report on Form 10-Q for the period ended September 30, 2016, as filed with the the Securities and Exchange Commission on November 14, 2016.
(c)  Information concerning transactions in the Common Stock effected by the Reporting Persons during the past sixty days is set forth below.  All such transactions were effectuated by SPV IV, in the open market through a broker.

Trade Date
Number of Shares Purchased
Price Per Share (excluding commissions, if any)
10/04/2016
1,803
$5.02
10/07/2016
50,000
$5.15
10/12/2016
5,900
$5.13
10/14/2016
6,400
$5.10
10/17/2016
1,625
$5.08
10/19/2016
1,000
$5.15
11/10/2016
50,000
$4.90
11/14/2016
9,783
$4.92
11/15/2016
28,400
$4.94
 
 
 

 

7

 
 
 
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date:  November 16, 2016
 
Emancipation Management LLC
 
 
 
By:
 /s/ Charles Frumberg
 
 
Name:
Charles Frumberg
 
 
Title:
Managing Member
 
 
 
 
 
 
 
Emancipation Capital Master, Ltd.
 
 
 
By:
/s/ Charles Frumberg
 
 
Name:
Charles Frumberg
 
 
Title:
Director
 
 

 
Emancipation Capital SPV IV LLC
 
 
 
By:
Emancipation Capital LLC, its managing member
 
 
 
By:
 /s/ Charles Frumberg
 
 
Name:
Charles Frumberg
 
 
Title:
Managing Member
 
 
 
 
Emancipation Capital LLC
 
 
 
By:
 /s/ Charles Frumberg
 
 
Name:
Charles Frumberg
 
 
Title:
Managing Member
 


 
/s/ Charles Frumberg
 
 
Charles Frumberg
 
 
 
 
 
 
8