04/24/2025 | Press release | Distributed by Public on 04/24/2025 19:30
FORM 4
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Harraden Circle Investments, LLC 299 PARK AVENUE FLOOR 21 NEW YORK, NY 10171 |
X | |||
Harraden Circle Investors GP, LP 299 PARK AVENUE FLOOR 21 NEW YORK, NY 10171 |
X | |||
Harraden Circle Investors GP, LLC 299 PARK AVENUE FLOOR 21 NEW YORK, NY 10171 |
X | |||
Harraden Circle Investors, LP 299 PARK AVENUE FLOOR 21 NEW YORK, NY 10171 |
X | |||
Harraden Circle Special Opportunities, LP 299 PARK AVENUE FLOOR 21 NEW YORK, NY 10171 |
X | |||
Fortmiller Frederick Vincent Jr. 299 PARK AVENUE FLOOR 21 NEW YORK, NY 10171 |
X |
HARRADEN CIRCLE INVESTMENTS, LLC, By: /s/ Frederick V. Fortmiller, Jr., Title: Managing Member | 04/24/2025 | |
**Signature of Reporting Person | Date | |
HARRADEN CIRCLE INVESTORS GP, LP, By: HARRADEN CIRCLE INVESTORS GP, LLC, its general partner, By: /s/ Frederick V. Fortmiller, Jr., Title: Managing Member | 04/24/2025 | |
**Signature of Reporting Person | Date | |
HARRADEN CIRCLE INVESTORS GP, LLC, By: /s/ Frederick V. Fortmiller, Jr., Managing Member | 04/24/2025 | |
**Signature of Reporting Person | Date | |
HARRADEN CIRCLE INVESTORS, LP, By: HARRADEN CIRCLE INVESTORS GP, LP, its general partner, By: HARRADEN CIRCLE INVESTORS GP, LLC, its general partner, By: /s/ Frederick V. Fortmiller, Jr., Title: Managing Member | 04/24/2025 | |
**Signature of Reporting Person | Date | |
HARRADEN CIRCLE SPECIAL OPPORTUNITIES, LP, By: HARRADEN CIRCLE INVESTORS GP, LP, its general partner, By: HARRADEN CIRCLE INVESTORS GP, LLC, its general partner, By: /s/ Frederick V. Fortmiller, Jr., Title: Managing Member | 04/24/2025 | |
**Signature of Reporting Person | Date | |
FREDERICK V. FORTMILLER, JR., /s/ Frederick V. Fortmiller, Jr. | 04/24/2025 | |
**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) | This transaction was executed in multiple trades during the day at prices ranging from $20.00 to $20.15. The weighted-average price is reported in column 4. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(2) | This transaction was executed in multiple trades during the day at prices ranging from $21.00 to $21.55. The weighted-average price is reported in column 4. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(3) | This transaction was executed in multiple trades during the day at prices ranging from $23.00 to $23.50. The weighted-average price is reported in column 4. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(4) | This transaction was executed in multiple trades during the day at prices ranging from $24.00 to $24.50. The weighted-average price is reported in column 4. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(5) | This transaction was executed in multiple trades during the day at prices ranging from $26.00 to $26.85. The weighted-average price is reported in column 4. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
Remarks: These ordinary shares of the Issuer ("Shares") are directly owned by Harraden Circle Investors, LP ("Harraden Fund") and Harraden Circle Special Opportunities, LP ("Harraden Special Op Fund"). Harraden Circle Investors GP, LP ("Harraden GP") is the general partner to Harraden Fund and Harraden Special Op Fund, and Harraden Circle Investors GP, LLC ("Harraden LLC") is the general partner of Harraden GP. Harraden Circle Investments, LLC ("Harraden Adviser") serves as investment manager to Harraden Fund and Harraden Special Op Fund. Frederick V. Fortmiller, Jr. ("Mr. Fortmiller") is the managing member of each of Harraden LLC and Harraden Adviser. Each of Harraden GP, Harraden LLC, Harraden Adviser, and Mr. Fortmiller disclaims beneficial ownership of the Shares reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |