Liberated Syndication Inc.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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53013F100
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(CUSIP Number)
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914-629-8496
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
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12/31/2018
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(Date of Event Which Requires Filing of this Statement)
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1
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NAMES OF REPORTING PERSONS
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Camac Partners, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a)
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☐
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(b)
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☒
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||||
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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AF
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware, United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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1,530,999
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9
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SOLE DISPOSITIVE POWER
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0 |
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10
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SHARED DISPOSITIVE POWER
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1,530,999
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,530,999 |
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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5.2%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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1
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NAMES OF REPORTING PERSONS
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Camac Capital, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a)
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☐
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(b)
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☒ | ||||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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AF
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|||
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||||
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware, United States
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
|
SOLE VOTING POWER
|
|
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0
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|||
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||||
8
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SHARED VOTING POWER
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1,530,999
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||||
9
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SOLE DISPOSITIVE POWER
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0 |
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|||
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||||
10
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SHARED DISPOSITIVE POWER
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|
|
||
1,530,999
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|
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|||
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|
||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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|
||
1,530,999 |
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|||
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|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
☐
|
||
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||||
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|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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5.2%
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|||
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||||
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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|||
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1
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NAMES OF REPORTING PERSONS
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Camac Fund, LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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|||
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5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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|
☐
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||
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|
||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware, United States
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|
|||
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|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
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0
|
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|||
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|
||||
8
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SHARED VOTING POWER
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1,530,999
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|||
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||||
9
|
SOLE DISPOSITIVE POWER
|
|
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||
0 |
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
1,530,999
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
1,530,999 |
|
|
|||
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|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
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|
||||
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|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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5.2%
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|||
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||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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1
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NAMES OF REPORTING PERSONS
|
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Eric Shahinian
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|||
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|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a)
|
☐
|
||
(b)
|
☒
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
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|||
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|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
AF
|
|
|
|||
|
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
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|
||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
|
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United States
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
1,530,999
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 |
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
1,530,999
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
1,530,999 |
|
|
|||
|
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
5.2%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
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||
IN
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Item 1. |
Security and Issuer
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Item 2. |
Identity and Background
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(a) |
This Schedule 13D is filed by:
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(i) |
Camac Partners, LLC, a Delaware limited liability company (“Camac Partners”);
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(ii) |
Camac Capital, LLC, a Delaware limited liability company (“Camac Capital”);
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(iii) |
Camac Fund, LP, a Delaware partnership (“Camac Fund”); and
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(iv) |
Eric Shahinian, an individual, residing in New York (“Eric Shahinian”), who serves as the manager of Camac Capital, LLC.
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(b) |
The address of the principal office of each of the Reporting Persons is 350 Park Avenue, 13th Floor, New York, NY 10022.
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(c) |
The principal business of Camac Fund is investing in securities. Camac Partners is the investment manager of Camac Fund. Camac Capital is the general partner of Camac Fund.
The principal occupation of Eric Shahinian is serving as the manager of Camac Capital.
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(d) |
During the last five years, none of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
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(e) |
During the last five years, none of the Reporting Persons have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a
result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect
to such laws.
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(f) |
Camac Partners, Camac Capital, and Camac Fund are organized under the laws of Delaware. Eric Shahinian is a United States Citizen.
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Item 3. |
Source and Amount of Funds or Other Consideration
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Item 4. |
Purpose of Transaction
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Item 5. |
Interest in Securities of the Issuer
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(a) |
The aggregate percentage of shares of Common Stock reported owned by each person named herein is based upon 29,721,974 shares of Common Stock outstanding, which is the
total number of shares of Common Stock reported outstanding as of the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 14, 2018 (29,776,974) less Common Stock purchased by the Issuer
reported on Form 4, filed with the Securities and Exchange Commission on December 4, 2018 (55,000).
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(b) |
By virtue of their respective positions with Camac Fund, each of Camac Partners, Camac Capital, and Eric Shahinian may be deemed to have shared power to vote and dispose of
the Shares reported owned by Camac Fund.
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(c) |
Schedule A annexed hereto lists all transactions in securities of the Issuer by the Reporting Persons during the past 60 days.
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(d) |
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the
shares of Common Stock.
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(e) |
Not applicable.
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Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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Exhibit 99.1 |
Joint Filing Agreement.
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Item 7. |
Material to be Filed as Exhibits
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Exhibit 99.1 |
Joint Filing Agreement.
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Camac Partners, LLC
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By: Camac Capital, LLC,
its general partner
|
|||
By:
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/s/ Eric Shahinian
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Eric Shahinian
|
|||
Managing Member of the GP
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Camac Capital, LLC
|
|||
By:
|
/s/ Eric Shahinian
|
||
Eric Shahinian
|
|||
Managing Member
|
By:
|
/s/ Eric Shahinian
|
||
Eric Shahinian
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Camac Fund, LP
|
|||
By: Camac Capital, LLC,
its general partner
|
|||
By:
|
/s/ Eric Shahinian
|
||
Name: Eric Shahinian
|
|||
Title: Managing Member of the GP
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Date of
Purchase
|
Shares of Common Stock
Purchased
|
Price Per
Share ($)
|
||||||
11/09/18
|
900
|
$
|
1.61
|
|||||
11/12/18
|
7,831
|
$
|
1.59
|
|||||
11/13/18
|
6,490
|
$
|
1.59
|
|||||
11/15/18
|
200
|
$
|
1.63
|
|||||
12/28/18
|
2,000
|
$
|
1.27
|
|||||
12/31/18
|
5,839
|
$
|
1.18
|
|||||
01/03/19
|
21,420
|
$
|
1.31
|
|||||
01/07/19
|
22,584
|
$
|
1.36
|
Camac Partners, LLC
|
|||
By: Camac Capital, LLC,
its general partner
|
|||
By:
|
/s/ Eric Shahinian
|
||
Eric Shahinian
|
|||
Managing Member of the GP
|
Camac Capital, LLC
|
|||
By:
|
/s/ Eric Shahinian
|
||
Eric Shahinian
|
|||
Managing Member
|
By:
|
/s/ Eric Shahinian
|
||
Eric Shahinian
|
Camac Fund, LP
|
|||
By: Camac Capital, LLC,
its general partner
|
|||
By:
|
/s/ Eric Shahinian
|
||
Name: Eric Shahinian
|
|||
Title: Managing Member of the GP
|