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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [X]

 

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

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* 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).

 

 

 

 

 

 

 

 

 

Item 2(a) is hereby supplemented to (i) include Emancipation Capital SPV IV LLC, a Delaware limited liability company ("SPV IV"), as a Reporting Person, filing with respect to the shares of Common Stock directly held by it, (ii) include Emancipation Capital LLC, a Delaware limited liability company ("Capital"), as a Reporting Person, filing with respect to the shares of Common Stock directly held by SPV, and (iii) state that both of Emancipation Management and Mr. Frumberg are filing with respect to the shares of Common Stock directly held by SPV IV.

Item 2(c) is hereby supplemented to state that the principal business of SPV IV is investing in securities.  Capital serves as managing member of SPV IV. Mr. Frumberg serves as managing member of Capital.

 

Item 3 is hereby amended to state that as of September 26, 2016 the Reporting Persons used a total of $8,113,096.16 in the aggregate to acquire the shares of Common Stock held by Emancipation Master Ltd., the Managed Account and SPV IV reported herein.  The shares of Common Stock directly held by Emancipation Master Ltd. and the Managed Account and a portion of the shares of Common Stock directly held by SPV IV were acquired with investment funds in accounts under management.  The remainder of the shares of Common Stock directly held by SPV IV were acquired from a non-affiliated third party in exchange for membership interests in SPV IV.

 

The following paragraphs of Item 5 are hereby amended and restated to read in their entirety as follows:

(a) – (b) The information requested by these paragraphs is incorporated herein by reference to the information provided on the cover pages to this Amendment No. 2 to Schedule 13D.  Percentage ownership is based on 13,807,433 shares of Common Stock outstanding as of August 9, 2016, as reported in the Issuer's Quarterly Report on Form 10-Q for the period ended June 30, 2016, as filed with the the Securities and Exchange Commission on August 12, 2016.

 (c) Information concerning transactions in the Common Stock effected by the Reporting Persons during the past sixty days is set forth below.  All such transactions were effectuated by SPV IV, in the open market through a broker, except that the transaction effected on September 26, 2016 was an in kind transaction in exchange for membership interests in SPV IV.

Exhibit 2 – Amended and Restated Joint Filing Agreement, dated September 26, 2016 (amends and restates the Joint Filing Agreement, dated July 28, 2015, filed as Exhibit 1 to the Schedule 13D)

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: September 27, 2016

 

 

 

 

 

 

 

 

EXHIBIT 2

 

 

PURSUANT TO RULE 13d-1(k)

 

The undersigned acknowledge and agree that the foregoing Amendment No. 2 to Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to the Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows that such information is inaccurate.

Date: September 27, 2016