11/29/2024 | Press release | Distributed by Public on 11/29/2024 09:01
FORM 4
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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 |
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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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MANCHESTER MANAGEMENT CO LLC 2 CALLE CANDINA, #1701 SAN JUAN, PR 00907 |
X | Director by Deputization | ||
MANCHESTER MANAGEMENT PR, LLC 2 CALLE CANDINA, #1701 SAN JUAN, PR 00907 |
X | Director by Deputization | ||
BESSER JAMES E 2 CALLE CANDINA, #1701 SAN JUAN, PR 00907 |
X | Chief Executive Officer | ||
Manchester Explorer, L.P. 2 CALLE CANDINA, #1701 SAN JUAN, PR 00907 |
X | Director by Deputization | ||
JEB Partners, L.P. 2 CALLE CANDINA, #1701 SAN JUAN, PR 00907 |
Director by Deputization | |||
FRANK MORGAN C. 2 CALLE CANDINA, #1701 SAN JUAN, PR 00907 |
X | X |
Manchester Management Company, LLC By: /s/ James E. Besser, Managing Member | 11/29/2024 |
**Signature of Reporting Person | Date |
Manchester Management Company PR, LLC By: /s/ James E. Besser, Managing Member | 11/29/2024 |
**Signature of Reporting Person | Date |
James E. Besser By: /s/ James E. Besser | 11/29/2024 |
**Signature of Reporting Person | Date |
Manchester Explorer, L.P. By: /s/ James E. Besser, Managing Member of the General Partner | 11/29/2024 |
**Signature of Reporting Person | Date |
JEB Partners, L.P. By: /s/ James E. Besser, Managing Member of the General Partner | 11/29/2024 |
**Signature of Reporting Person | Date |
Morgan C. Frank, By: /s/ Morgan C. Frank | 11/29/2024 |
**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) | The reported securities are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) and James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
(2) | The reported securities are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
(3) | The reported securities are directly owned by James E. Besser in his personal capacity. |
(4) | The reported securities are owned directly by Manchester Explorer, L.P. ("Explorer") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of Explorer, (ii) Manchester PR, the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR and (iv) Morgan Frank, who serves as a portfolio manager and as a consultant for Explorer. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
(5) | The reported securities are directly owned by Morgan C. Frank in his personal capacity. |