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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ISYSTEMS HOLDINGS, LLC C/O SILVER OAK SERVICES PARTNERS LLC 1560 SHERMAN AVENUE, SUITE 1200 EVANSTON, IL 60201 |
X | |||
SILVER OAK SERVICES PARTNERS, LLC 1560 SHERMAN AVENUE, SUITE 1200 EVANSTON, IL 60201 |
X | |||
SILVER OAK MANAGEMENT II, L.P. C/O SILVER OAK SERVICES PARTNERS LLC 1560 SHERMAN AVENUE, SUITE 1200 EVANSTON, IL 60201 |
X | |||
SILVER OAK SERVICES PARTNERS II, L.P. C/O SILVER OAK SERVICES PARTNERS LLC 1560 SHERMAN AVENUE, SUITE 1200 EVANSTON, IL 60201 |
X | |||
SILVER OAK ISYSTEMS, LLC C/O SILVER OAK SERVICES PARTNERS LLC 1560 SHERMAN AVENUE, SUITE 1200 EVANSTON, IL 60201 |
X | |||
BARR GREGORY M C/O SILVER OAK SERVICES PARTNERS LLC 1560 SHERMAN AVENUE, SUITE 1200 EVANSTON, IL 60201 |
X |
iSystems Holdings, LLC, By: /s/ Daniel M. Gill, President | 06/18/2018 | |
**Signature of Reporting Person | Date | |
Silver Oak Services Partners, LLC, By: /s/ Daniel M. Gill, Managing Partner | 06/18/2018 | |
**Signature of Reporting Person | Date | |
Silver Oak Management II, L.P., By: Silver Oak Services Partners, LLC, its GP, By: /s/ Daniel M. Gill, Managing Partner | 06/18/2018 | |
**Signature of Reporting Person | Date | |
Silver Oak Services Partners II, L.P., By: Silver Oak Management II, L.P., its GP, By: Silver Oak Services Partners, LLC, its GP, By: /s/ Daniel M. Gill, Managing Partner | 06/18/2018 | |
**Signature of Reporting Person | Date | |
Silver Oak iSystems, LLC, By: /s/ Daniel M. Gill, President | 06/18/2018 | |
**Signature of Reporting Person | Date | |
/s/ Gregory M. Barr | 06/18/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represent shares of Asure Software Inc.'s (the "Issuer") common stock sold in an underwritten secondary offering. |
(2) | Represents the sale price to the underwriters in the secondary offering of $16.45 per share. |
(3) | These shares are held directly by iSystems Holdings, LLC. ("Holdings"). Silver Oak iSystems, LLC ("iSystems LLC") is the owner of a controlling interest in Holdings and has the right to appoint a majority of the managers of Holdings. Silver Oak Services Partners II, L.P. ("SOSP II") is the sole member of iSystems LLC. Silver Oak Management II, L.P. ("SOM II") is the general partner of SOSP II. Silver Oak Services Partners, LLC ("SOSP LLC") is the general partner of SOM II. Daniel M. Gill and Gregory M. Barr are the sole members of SOSP LLC, each owning a 50% interest in SOSP LLC, who acting together, have the power to direct the decisions of SOSP II regarding the vote and disposition of securities held directly by Holdings. |
(4) | (Continued from footnote 3) Consequently, iSystems LLC, SOSP II, SOM II, SOSP LLC, Mr. Gill and Mr. Barr may be deemed to be an indirect beneficial owner of the shares held directly by Holdings. iSystems LLC, SOSP II, SOM II, SOSP LLC, Mr. Gill and Mr. Barr expressly disclaim beneficial ownership of shares held directly by Holdings, except to the extent of their respective pecuniary interests therein. |
(5) | As a result of this transaction, Holdings, iSystems LLC, SOSP II, SOM II, SOSP LLC and Mr. Barr have direct or indirect ownership of the Issuer of less than 10% and are no longer subject to Section 16 reporting with respect to the Issuer. Mr. Gill continues to be subject to Section 16 reporting in his capacity as a Director of the Issuer. Mr. Gill is filing a separate Form 4 for this transaction. |