UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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(Name of Issuer)
Common Stock, $0.01 Par Value Per Share
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(Title of Class of Securities)
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032332504 | |||
(CUSIP Number)
Garrett Lynam
Kokino LLC 201 Tresser Boulevard, 3rd Floor Stamford, CT 06901 (203) 595-4552 |
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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August 18, 2017
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(Date of Event which Requires Filing of this Statement)
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CUSIP No. 032332504
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Page 2 of 15 Pages
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Leslie J. Schreyer, as Trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler
52-6435625
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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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)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Connecticut
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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
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1,386,312 shares of Common Stock*
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8
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SHARED VOTING POWER
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-0-
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9
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SOLE DISPOSITIVE POWER
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1,386,312 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,386,312 shares of Common Stock*
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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9.5% of outstanding shares of Common Stock**
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP No. 032332504
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Page 3 of 15 Pages
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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M3C Holdings LLC
20-6116984 |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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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)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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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
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263,688 shares of Common Stock*
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8
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SHARED VOTING POWER
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-0-
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9
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SOLE DISPOSITIVE POWER
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263,688 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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263,688 shares of Common Stock*
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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1.8% of outstanding shares of Common Stock**
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP No. 032332504
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Page 4 of 15 Pages
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Robert Averick
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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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)
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PF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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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
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12,000 shares of Common Stock*
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8
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SHARED VOTING POWER
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2,400,000 shares of Common Stock*
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9
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SOLE DISPOSITIVE POWER
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12,000 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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2,400,000 shares of Common Stock*
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,412,000 shares of Common Stock*
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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16.6% of outstanding shares of Common Stock**
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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CUSIP No. 032332504
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Page 5 of 15 Pages
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Piton Capital Partners LLC
47-3106673
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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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)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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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
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600,000 shares of Common Stock*
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8
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SHARED VOTING POWER
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-0-
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9
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SOLE DISPOSITIVE POWER
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600,000 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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600,000 shares of Common Stock*
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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4.1% of outstanding shares of Common Stock**
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP No. 032332504
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Page 6 of 15 Pages
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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OIH LLC
26-4810266
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
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(b)
|
☒
|
||||
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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)
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OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Connecticut
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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
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22,917 shares of Common Stock*
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8
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SHARED VOTING POWER
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-0-
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9
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SOLE DISPOSITIVE POWER
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22,917 shares of Common Stock*
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10
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SHARED DISPOSITIVE POWER
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-0-
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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22,917 shares of Common Stock*
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.2% of outstanding shares of Common Stock**
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP NO. 032332504
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SCHEDULE 13D/A
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Page 7 of 15 Pages
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(c) |
(i) The address of the Trust is:
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(d) |
Each Reporting Person and each of PCM, Kokino and Mr. Olson have not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
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(e) |
Each Reporting Person and each of PCM, Kokino and Mr. Olson have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such
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CUSIP NO. 032332504
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SCHEDULE 13D/A
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Page 8 of 15 Pages
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proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
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Item 4. |
Purpose of Transaction.
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CUSIP NO. 032332504
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SCHEDULE 13D/A
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Page 9 of 15 Pages
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CUSIP NO. 032332504
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SCHEDULE 13D/A
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Page 10 of 15 Pages
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Shares Beneficially Owned
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Percent of Class1
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(a) and (b)
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1. The Trust2
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Sole Voting Power
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1,386,312
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9.5%
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Shared Voting Power
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-0-
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0%
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Sole Dispositive Power
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1,386,312
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9.5%
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Shared Dispositive Power
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-0-
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0%
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Aggregate Voting and Dispositive Power
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1,386,312
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9.5%
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2. M3C3
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Sole Voting Power
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263,688
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1.8%
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Shared Voting Power
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-0-
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0%
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Sole Dispositive Power
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263,688
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1.8%
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Shared Dispositive Power
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-0-
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0%
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Aggregate Voting and Dispositive Power
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263,688
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1.8%
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CUSIP NO. 032332504
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SCHEDULE 13D/A
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Page 11 of 15 Pages
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Shares Beneficially Owned
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Percent of Class1 | ||
3. Mr. Averick4
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Sole Voting Power
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12,000
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0.1%
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Shared Voting Power
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2,400,000
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16.5%
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Sole Dispositive Power
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12,000
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0.1%
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Shared Dispositive Power
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2,400,000
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16.5%
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Aggregate Voting and Dispositive Power
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2,412,000
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16.6%
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4. Piton5
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Sole Voting Power
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600,000
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4.1%
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Shared Voting Power
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-0-
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0%
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Sole Dispositive Power
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600,000
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4.1%
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CUSIP NO. 032332504
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SCHEDULE 13D/A
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Page 12 of 15 Pages
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Shares Beneficially Owned |
Percent of Class1 | ||
Shared Dispositive Power
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-0-
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0%
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Aggregate Voting and Dispositive Power
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600,000
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4.1%
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5. OIH6
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Sole Voting Power
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22,917
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0.2%
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Shared Voting Power
|
-0-
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0%
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Sole Dispositive Power
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22,917
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0.2%
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Shared Dispositive Power
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-0-
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0%
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Aggregate Voting and Dispositive Power
|
22,917
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0.2%
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(c) |
None.
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(d) |
Kokino provides investment management services to the Trust, M3C and Piton. In this capacity Kokino shares the power to (i) vote and dispose (or direct the disposition of) and (ii) direct the receipt of dividends from, or the proceeds from the sale of, 2,250,000 Shares, which is the sum of the Shares beneficially owned by the following Reporting Persons as described in Items 5(a) and (b): (x) 1,386,312 Shares beneficially owned by the Trust; (y) 263,688 Shares beneficially owned by M3C; and (z) 600,000 Shares beneficially owned by Piton.
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(e) |
Not applicable.
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CUSIP NO. 032332504
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SCHEDULE 13D/A
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Page 13 of 15 Pages
|
Item 7. |
Material to be Filed as Exhibits.
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Exhibit A. |
Joint Filing Agreement, dated as of August 27, 2015, by and among Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler, M3C Holdings LLC, Robert Averick, Piton Capital Partners LLC and OIH LLC (incorporated by reference to Exhibit A to Amendment No. 5 to Schedule 13G filed by the Reporting Persons on August 27, 2015 (File No. 005-39482)).
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Exhibit B. |
Power of Attorney, dated as of March 25, 2013 granted by Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989
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CUSIP NO. 032332504
|
SCHEDULE 13D/A
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Page 14 of 15 Pages
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FBO the issue of Jonathan D. Sackler, in favor of Anthony M. Roncalli and Frank S. Vellucci (incorporated by reference to Exhibit B to Amendment No. 5 to Schedule 13G filed by the Reporting Persons on August 27, 2015 (File No. 005-39482)).
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Exhibit C. |
Letter Agreement, dated as of October 8, 2015, by and between Amtech Systems, Inc., Leslie J. Schreyer, as Trustee under the Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler, M3C Holdings LLC, Robert Averick, Piton Capital Partners LLC and OIH LLC (incorporated herein by reference to Exhibit 99.1 to the Issuer's Current Report on Form 8-K filed on October 8, 2015 (File No. 000-11412)).
|
Exhibit D. |
Form of Lock-Up Agreement (incorporated by reference to Exhibit A of Exhibit 1.1 to the Issuer's Current Report on Form 8-K filed on August 18, 2017 (File No. 000-11412)).
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CUSIP NO. 032332504
|
SCHEDULE 13D/A
|
Page 15 of 15 Pages
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Dated: August 24, 2017 | ||
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/s/ Frank S. Vellucci | |
Frank S. Vellucci | ||
Attorney-in-Fact for Leslie J. Schreyer, in his capacity as trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler |
M3C Holdings LLC
|
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By: | /s/ Stephen A. Ives | ||
Stephen A. Ives | |||
Vice President |
/s/ Robert Averick
|
||
Robert Averick |
Piton Capital Partners LLC
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|||
By:
|
Piton Capital Management LLC, its managing member
|
||
By:
|
Kokino LLC, its managing member
|
||
By:
|
/s/ Stephen A. Ives
|
||
Stephen A. Ives | |||
Vice President | |||
OIH LLC
|
|||
By:
|
/s/ Brian T. Olson
|
||
Brian T. Olson | |||
Manager | |||