13D Filing: Cannell Capital and Rightside Group Ltd. (NAME)

Page 5 of 8 – SEC Filing

CUSIP No. 76658B100 Page 5 of 8 Pages
Item 4.   Purpose of Transaction

Mr. Cannell files this amendment to reflect recent transactions in the Shares and to amend Item 4 from its April 20, 2017 Schedule 13D to read as follows:


Mr. Cannell, on behalf of the Investment Vehicles, identified the Company as an
entity satisfying each of the Investment Vehicle’s investment criteria. The Investment Vehicles acquired and continue
to hold the Shares as a long-term investment.


Mr. Cannell reserves the right to discuss various views and opinions with respect to the Company and its business plans with
the Company or the members of its senior management. The discussion of such views and opinions may extend to ordinary day-to-day
business operations. Mr. Cannell reserves the right to take such action as he may deem necessary from time to time to seek to maximize
the value of the Shares; provided that Mr. Cannell does not intend do, and does not reserve the right to engage in, a control transaction
or any contested solicitation for the election of directors.


Mr. Cannell may engage in any of the actions specified in Item 4 to the Schedule 13D general instructions; provided that Mr. Cannell does
not intend to, and does not reserve the right to engage in, a control transaction or any contested solicitation for the election of directors.


Except as set forth above, Mr. Cannell has no present plans or proposals that relate to or would result in any of the
transactions described in Item 4 of Schedule 13D.


The press release included in the April 20, 2017 Schedule 13D is incorporated as Exhibit 99 by way of reference.

Item 5.   Interest in Securities of the Issuer
Based on information set forth in the Company’s Form 10-K as filed with the
Securities and Exchange Commission on March 15, 2017, there were 19,639,505
Common Shares issued and outstanding as of March 2, 2017.

(a)  As of the Reporting Date, for the purposes of Reg. Section 240.13d-3, Cannell
Capital LLC may be deemed to beneficially own 1,688,045 Shares, or approximately
8.60% of the Shares deemed issued and outstanding as of the Reporting Date.

(b)  Cannell Capital LLC possesses the sole power to vote and to direct
the disposition of the Shares held by the Investment Vehicles.

(c)  The following table details the transactions during the sixty days on or prior
to the Reporting Date in Shares, or securities convertible into, exercisable for or
exchangeable for Shares, by Cannell Capital LLC or any other person or entity
controlled by him or any person or entity for which he possesses voting or
investment control over the securities thereof (each of which was effected in
an ordinary brokerage transaction by Cannell Capital LLC on behalf
of the Investment Vehicles).

Entity Date Quantity Price

Per Share

Form Of

Transaction

&nbsp
Cuttyhunk II 04/26/2017 10,518 10.0174 Sell
Tonga 04/26/2017 191 10.0174 Sell
Cuttyhunk II 04/27/2017 5,943 9.9693 Sell
Tonga 04/27/2017 108 9.9694 Sell
&nbsp
Item 6.   Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
None
Item 7.   Material to Be Filed as Exhibits
Press release dated April 20, 2017. Filed as Exhibit 99.

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