| UNITED STATES |
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SECURITIES AND
EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13D
(Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) |
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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-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).
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CUSIP No. 37956X103
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1.
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Names of Reporting Persons.
Discovery Equity Partners, L.P.
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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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o
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(b)
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o
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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)
WC
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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) o
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6.
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Citizenship or Place of Organization
Illinois
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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
None.
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
None.
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
0%
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14.
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Type of Reporting Person (See Instructions)
PN
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CUSIP No. 37956X103
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1.
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Names of Reporting Persons.
Discovery Group I, 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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o
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(b)
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o
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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)
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) o
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6.
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Citizenship or Place of Organization
Delaware
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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
None.
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
None.
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
0%
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14.
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Type of Reporting Person (See Instructions)
IA
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CUSIP No. 37956X103
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1.
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Names of Reporting Persons.
Daniel J. Donoghue
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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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o
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(b)
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o
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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)
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) o
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6.
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Citizenship or Place of Organization
United States of America
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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
None.
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
None.
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
0%
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14.
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Type of Reporting Person (See Instructions)
IN
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CUSIP No. 37956X103
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1.
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Names of Reporting Persons.
Michael R. Murphy
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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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o
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(b)
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o
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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)
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) o
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6.
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Citizenship or Place of Organization
United States of America
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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
None.
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
None.
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
0
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
0%
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14.
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Type of Reporting Person (See Instructions)
IN
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Item 1.
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Security and Issuer
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This
Amendment No. 4 to Schedule 13D ("Amendment No. 4") relates to the Common Stock, $0.001 par value per share (the "Common
Stock"), of Globecomm Systems Inc., a Delaware corporation (the "Company"), which has its principal executive offices
at 45 Oser Avenue, Hauppauge, NY 11788. This Amendment No. 4 amends and supplements, as set forth below, the information contained
in items 1, 3, 5 and 6 of the Schedule 13D filed by the Reporting Persons with respect to the Company on July 23, 2012, as amended
by Amendment No. 1 thereto filed by the Reporting Persons on September 26, 2012, Amendment No. 2 thereto filed by the Reporting
Persons on October 9, 2012, and Amendment No. 3 thereto filed by the Reporting Persons on December 31, 2012 (as so amended, the
"Schedule 13D"). All capitalized terms used herein but not defined herein have the meanings set forth in the Schedule 13D.
Except as amended by this Amendment No. 4, all information contained in the Schedule 13D is, after reasonable inquiry and to the
best of the Reporting Persons' knowledge and belief, true, complete and correct as of the date of this Amendment No. 4.
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Item 3.
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Source and Amount of Funds or Other Consideration
Item 3 of the Schedule 13D is hereby amended to read in its entirety as follows:
As
of September 26, 2013, the Reporting Persons do not own any shares of Common Stock.
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Item 5.
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Interest in Securities of the Issuer
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Item 5 of the Schedule 13D is hereby amended to read in its entirety as follows:
The information concerning percentages of ownership set forth below is based on 23,869,506 shares of Common Stock reported outstanding as of September 9, 2013 in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2013.
Discovery Equity Partners beneficially owns zero shares of Common Stock as of September 26, 2013, which represents 0% of the outstanding Common Stock.
Discovery Group beneficially owns zero shares of Common Stock as of September 26, 2013, which represents 0% of the outstanding Common Stock.
Mr. Donoghue beneficially owns zero shares of Common Stock as of September 26, 2013, which represents 0% of the outstanding Common Stock.
Mr. Murphy beneficially owns zero shares of Common Stock as of September 26, 2013, which represents 0% of the outstanding Common Stock.
Discovery Group is the sole general partner of Discovery Equity Partners. Messrs. Donoghue and Murphy are the sole managing members of Discovery Group. As a consequence, Discovery Group and Messrs. Donoghue and Murphy may be deemed to share beneficial ownership of all of the shares of Common Stock owned by Discovery Equity Partners.
The transactions in Common Stock effected by the Reporting Persons during the past 60 days are set out in Exhibit 1 hereto.
The Reporting Persons ceased to be beneficial
owners of more than five percent of the Common Stock on September 25, 2013.
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
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Item 6 of the Schedule 13D is hereby amended to read in its entirety as follows:
There
are no contracts, arrangements, understandings or relationships (legal or otherwise) between or among any of the
Reporting Persons and any other person with respect to any securities of the Company other than the governing documents of
Discovery Group and Discovery Equity Partners, the margin loan facilities referred to under Item 3 above, the Joint
Filing Agreements of the Reporting Persons with respect to the Schedule 13D that were included as exhibits
thereto, the Joint Filing Agreement of the Reporting Persons with respect to this Amendment No.4 included as Exhibit
2 to this Amendment No. 4, and the Powers of Attorney
granted by Messrs. Donoghue and Murphy with respect to reports under Section 13 of the Securities Exchange Act of 1934, as
amended, which Powers of Attorney are included as Exhibit
3 and Exhibit
4, respectively, to this Amendment
No. 4.
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Item 7.
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Material to Be Filed as Exhibits
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Exhibit 1: List of transactions effected by the Reporting Persons in the Company's Common Stock during the 60-day period preceding this filing.
Exhibit 2: Joint Filing Agreement dated as of September 27, 2013, by and among Discovery Equity Partners; Discovery Group; Daniel J. Donoghue; and Michael R. Murphy.
Exhibit 3: Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008.
Exhibit 4: Power of Attorney of Michael R. Murphy, dated as of April 28, 2008.
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September 27, 2013
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Date
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DISCOVERY GROUP I, LLC,
for itself and as general partner of
DISCOVERY EQUITY PARTNERS, L.P.
By: Michael R. Murphy*
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Signature
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Michael R. Murphy, Managing Member
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Name/Title
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Daniel J. Donoghue*
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Signature
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Daniel J. Donoghue
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Name/Title
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Michael R. Murphy*
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Signature
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Michael R. Murphy
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Name/Title
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*By: /s/ Mark Buckley
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Mark Buckley
Attorney-in-Fact for Daniel J. Donoghue
Attorney-in-Fact for Michael R. Murphy
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| Exhibit 1 | List of transactions effected by the Reporting Persons in the Company’s Common Stock during the 60-day period preceding this filing. | |
| Exhibit 2 | Joint Filing Agreement dated as of September 27, 2013, by and among Discovery Equity Partners; Discovery Group; Daniel J. Donoghue; and Michael R. Murphy. | |
| Exhibit 3 | Power of Attorney of Daniel J. Donoghue, dated as of April 28, 2008. | |
| Exhibit 4 | Power of Attorney of Michael R. Murphy, dated as of April 28, 2008. |