0001546172-22-000006.txt : 20220214 0001546172-22-000006.hdr.sgml : 20220214 20220214161939 ACCESSION NUMBER: 0001546172-22-000006 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220214 DATE AS OF CHANGE: 20220214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARTE HANKS INC CENTRAL INDEX KEY: 0000045919 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DIRECT MAIL ADVERTISING SERVICES [7331] IRS NUMBER: 741677284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12976 FILM NUMBER: 22632399 BUSINESS ADDRESS: STREET 1: 9601 MCALLISTER FREEWAY STREET 2: SUITE 610 CITY: SAN ANTONIO STATE: TX ZIP: 78216 BUSINESS PHONE: 2108299000 MAIL ADDRESS: STREET 1: 9601 MCALLISTER FREEWAY STREET 2: SUITE 610 CITY: SAN ANTONIO STATE: TX ZIP: 78216 FORMER COMPANY: FORMER CONFORMED NAME: HARTE HANKS COMMUNICATIONS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: HARTE HANKS NEWSPAPERS INC DATE OF NAME CHANGE: 19771010 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WESTERLY CAPITAL MANAGEMENT, LLC CENTRAL INDEX KEY: 0001546172 IRS NUMBER: 204413823 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 201 MISSION STREET STREET 2: SUITE 580 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-547-9000 MAIL ADDRESS: STREET 1: 201 MISSION STREET STREET 2: SUITE 580 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 SC 13G/A 1 txt.txt THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 4)* Harte Hanks, Inc. (Name of Issuer) Common Stock, $1 par value (Title of Class of Securities) 0000045919 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ X ] Rule 13d-1(c) [ ] Rule 13d-1(d) * 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). CUSIP No. 0000045919 1. NAMES OF REPORTING PERSONS Westerly Capital Management, LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER: 0 6. SHARED VOTING POWER: 1,181,000 7. SOLE DISPOSITIVE POWER: 0 8. SHARED DISPOSITIVE POWER: 1,181,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,181,000 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 16.93% 12. TYPE OF REPORTING PERSON (see instructions): OO CUSIP No. 0000045919 1. NAMES OF REPORTING PERSONS Westerly Holdings LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER: 0 6. SHARED VOTING POWER: 1,181,000 7. SOLE DISPOSITIVE POWER: 0 8. SHARED DISPOSITIVE POWER: 1,181,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,181,000 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 16.93% 12. TYPE OF REPORTING PERSON (see instructions): OO CUSIP No. 0000045919 1. NAMES OF REPORTING PERSONS Christopher J. Galvin 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER: 0 6. SHARED VOTING POWER: 1,181,000 7. SOLE DISPOSITIVE POWER: 0 8. SHARED DISPOSITIVE POWER: 1,181,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,181,000 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 16.93% 12. TYPE OF REPORTING PERSON (see instructions): OO Item 1. (a) Name of Issuer Harte Hanks, Inc. (b) Address of Issuers Principal Executive Offices 2800 Wells Branch Parkway Austin, TX 78728 Item 2. (a, b, c ) Name of Person Filing, Address of Principal Business Office, Citizenship: Westerly Capital Management, LLC, a Delaware limited company located at 201 Mission Street, Suite 580, San Francisco, CA 94105. Westerly Holdings, LLC, a Delaware limited company located at 201 Mission Street, Suite 580, San Francisco, CA 94105. Christopher J. Galvin, a United States citizen located at 201 Mission Street, Suite 580, San Francisco, CA 94105. This Statement relates to Common Stock (as defined herein) held for the accounts of Westerly Partners, L.P., a Delaware limited partnership, and Westerly Partners QP, L.P., a Delaware limited partnership. Westerly Capital Management, LLC serves as investment manager and Westerly Holdings LLC serves as the general partner to Westerly Partners, L.P. and Westerly Partners QP, L.P. Mr. Galvin is a managing member of Westerly Capital Management, LLC and Westerly Holdings LLC. (d) Title of Class of Securities Common Stock, $1 par value (the Common Stock) (e) CUSIP Number 0000045919 Item 3. If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not applicable Item 4. Ownership. Information with respect to the Reporting Persons' ownership of the Common Stock as of December 31, 2020, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person. The amount beneficially owned by each Reporting Person is determined based on 6,549,309 shares of Common Stock outstanding as of October 15, 2030, as reported in the Form 10-Q for the quarterly period ended September 30, 2020 filed with the SEC on November 13, 2020 Item 5. Ownership of Five Percent or Less of a Class. Not Applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. See disclosure in Items 2 and 4 hereof. Certain funds listed in Item 2(a) are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See disclosure in Item 2 hereof. Item 8. Identification and Classification of Members of the Group. Not Applicable. Item 9. Notice of Dissolution of Group. Not Applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. Dated: February 14, 2022 Westerly Capital Management, LLC By: /s/ Christopher J. Galvin_______ Christopher J, Galvin, Managing Member Westerly Holdings LLC By: /s/ Christopher J. Galvin_______ Christopher J, Galvin, Managing Member Christopher J. Galvin By: /s/ Christopher J. Galvin_______