1
|
NAME OF REPORTING PERSON
MOAB CAPITAL PARTNERS, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
AF
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS 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
617,870
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
617,870
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
617,870
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
|
||
14
|
TYPE OF REPORTING PERSON
IA
|
1
|
NAME OF REPORTING PERSON
MOAB PARTNERS, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS 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
587,666
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
587,666
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
587,666
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.3%
|
||
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSON
MICHAEL M. ROTHENBERG
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
AF
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
617,870
|
|
8
|
SHARED VOTING POWER
-0-
|
||
9
|
SOLE DISPOSITIVE POWER
617,870
|
||
10
|
SHARED DISPOSITIVE POWER
-0-
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
617,870
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.6%
|
||
14
|
TYPE OF REPORTING PERSON
IN, HC
|
Item 1.
|
Security and Issuer.
|
Item 2.
|
Identity and Background.
|
|
(i)
|
Moab Partners, L.P., a Delaware limited partnership (“Moab LP”);
|
|
(ii)
|
Moab Capital Partners, LLC, a Delaware limited liability company (“Moab LLC”), which serves as the investment adviser for Moab LP and a separately managed account (the “Managed Account”);
|
|
(iii)
|
Michael R. Rothenberg, who serves as the managing member of Moab LLC.
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Item 4.
|
Purpose of Transaction.
|
Item 5.
|
Interest in Securities of the Issuer.
|
A.
|
Moab LP
|
|
(a)
|
As of the close of business on March 7, 2016, Moab LP directly owned 587,666 Shares.
|
|
(b)
|
1. Sole power to vote or direct vote: 587,666
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 587,666
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
The transactions in the Shares by Moab LP during the past 60 days are set forth in Schedule A and are incorporated herein by reference.
|
B.
|
Moab LLC
|
|
(a)
|
As of the close of business on March 7, 2016, 30,204 Shares were held in the Managed Account. Moab LLC, as the investment adviser of Moab LP and the Managed Account, may be deemed the beneficial owner of the (i) 587,666 Shares directly owned by Moab LP and (ii) 30,204 Shares held in the Managed Account.
|
|
(b)
|
1. Sole power to vote or direct vote: 617,870
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 617,870
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
Moab LLC has not entered into any transactions in the Shares during the past 60 days. The transactions in the Shares on behalf of Moab LP and the Managed Account during the past 60 days are set forth in Schedule A and are incorporated herein by reference.
|
C.
|
Mr. Rothenberg
|
|
(a)
|
Mr. Rothenberg, as the managing member of Moab LLC, may be deemed the beneficial owner of the (i) 587,666 Shares directly owned by Moab LP and (ii) 30,204 Shares held in the Managed Account.
|
|
(b)
|
1. Sole power to vote or direct vote: 617,870
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 617,870
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
Mr. Rothenberg has not entered into any transactions in the Shares during the past 60 days. The transactions in the Shares on behalf of Moab LP and the Managed Account during the past 60 days are set forth in Schedule A and are incorporated herein by reference.
|
|
(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.
|
|
(e)
|
Not applicable.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
|
99.1
|
Joint Filing Agreement by and among Moab Capital Partners, LLC, Moab Partners, L.P. and Michael R. Rothenberg, dated March 7, 2016.
|
MOAB PARTNERS, L.P.
|
|||
By
|
Moab Capital Partners, LLC,
its Investment Adviser
|
||
By:
|
/s/ Michael M. Rothenberg
|
||
Name:
|
Michael M. Rothenberg
|
||
Title:
|
Managing Director
|
||
MOAB CAPITAL PARTNERS, LLC
|
|||
By:
|
/s/ Michael M. Rothenberg
|
||
Name:
|
Michael M. Rothenberg
|
||
Title:
|
Managing Director
|
/s/ Michael M. Rothenberg
|
|
MICHAEL M. ROTHENBERG
|
Shares of Common Stock
Purchased
|
Price Per
Share($)
|
Date of
Purchase
|
471
|
7.7223
|
01/06/2016
|
5,500*
|
8.4562
|
01/08/2016
|
61,600*
|
8.7583
|
01/15/2016
|
18,600*
|
7.2233
|
01/15/2016
|
235
|
6.5964
|
02/01/2016
|
344
|
6.5116
|
02/01/2016
|
4,192
|
6.5830
|
02/01/2016
|
64,500
|
6.5200
|
02/01/2016
|
1,615
|
6.4253
|
02/04/2016
|
447
|
6.1530
|
02/05/2016
|
2,194
|
6.1856
|
02/05/2016
|
1,431
|
5.8967
|
02/08/2016
|
2,344
|
5.0941
|
02/09/2016
|
4,300
|
5.1442
|
02/09/2016
|
3,293
|
5.1139
|
02/10/2016
|
13,397
|
5.1685
|
02/10/2016
|
166
|
5.0441
|
02/11/2016
|
12,036
|
5.0507
|
02/11/2016
|
3,744
|
5.0418
|
02/12/2016
|
5,280
|
5.0323
|
02/12/2016
|
188
|
4.9963
|
02/16/2016
|
6,781
|
5.0672
|
02/16/2016
|
35
|
5.1100
|
02/18/2016
|
665
|
5.0961
|
02/18/2016
|
1,100
|
5.1227
|
02/18/2016
|
673
|
5.0219
|
02/23/2016
|
1,800
|
5.0416
|
02/23/2016
|
33
|
4.9830
|
02/24/2016
|
2,000
|
5.0123
|
02/24/2016
|
9,930
|
4.9833
|
02/24/2016
|
1,600
|
5.1881
|
02/25/2016
|
2,300
|
5.2361
|
02/25/2016
|
13,300
|
5.2576
|
02/25/2016
|
91
|
5.3530
|
02/26/2016
|
800
|
5.3544
|
02/26/2016
|
50,000
|
5.3900
|
02/26/2016
|
1,700
|
5.2800
|
02/29/2016
|
4,000
|
5.3435
|
02/29/2016
|
4,400
|
5.3359
|
02/29/2016
|
9,575
|
5.3332
|
02/29/2016
|
4,000
|
5.4031
|
03/01/2016
|
14,470
|
5.4102
|
03/01/2016
|
16,857
|
5.4541
|
03/02/2016
|
5,556
|
5.2388
|
03/03/2016
|
16,152
|
5.2388
|
03/03/2016
|
100
|
5.2300
|
03/04/2016
|
3,067
|
5.2400
|
03/07/2016
|
10,002
|
7.7223
|
01/06/2016
|
10,500
|
6.5200
|
02/01/2016
|
682
|
6.5830
|
02/01/2016
|
38
|
6.5963
|
02/01/2016
|
56
|
6.5714
|
02/01/2016
|
285
|
6.4358
|
02/04/2016
|
149
|
6.2089
|
02/05/2016
|
30
|
6.1530
|
02/05/2016
|
75
|
5.9465
|
02/08/2016
|
2,465
|
5.0507
|
02/11/2016
|
34
|
5.1376
|
02/11/2016
|
361
|
5.0323
|
02/12/2016
|
256
|
5.0539
|
02/12/2016
|
12
|
5.3083
|
02/16/2016
|
463
|
5.0672
|
02/16/2016
|
708
|
5.2388
|
03/03/2016
|
244
|
5.2517
|
03/03/2016
|
207
|
5.2400
|
03/07/2016
|
MOAB PARTNERS, L.P.
|
|||
By
|
Moab Capital Partners, LLC,
its Investment Adviser
|
||
By:
|
/s/ Michael M. Rothenberg
|
||
Name:
|
Michael M. Rothenberg
|
||
Title:
|
Managing Director
|
||
MOAB CAPITAL PARTNERS, LLC
|
|||
By:
|
/s/ Michael M. Rothenberg
|
||
Name:
|
Michael M. Rothenberg
|
||
Title:
|
Managing Director
|
/s/ Michael M. Rothenberg
|
|
MICHAEL M. ROTHENBERG
|