Page 7 of 13 – SEC Filing
Item 1. Security and Issuer.
This statement relates to shares of common stock, par value $0.01 per share (Common Stock), of CPS Technologies Corporation, a
Delaware corporation (the Issuer, the Company or CPS). The address of the principal executive offices of the Issuer is 111 South Worcester Street, Norton, MA 02766-2102.
Item 2. Identity and Background.
(a) This statement
is filed by Horton Capital Partners LLC, a Delaware limited liability company (HCP), Horton Capital Management, LLC, a Delaware limited liability company (HCM), and Joseph M. Manko, Jr. (Mr. Manko and
together with HCP and HCM, the Reporting Persons and each a Reporting Person), with respect to shares of Common Stock of the Issuer.
(b) The address of the principal office of HCP, HCM and Mr. Manko is 1717 Arch Street, Suite 3920, Philadelphia, PA 19103. The managing member of HCP and
HCM is Mr. Joseph M. Manko, Jr.
(c) The principal business of HCP is purchasing, holding and selling securities for investment purposes. The
principal business of HCM is serving as the investment manager of Horton Capital Partners Fund, LP, a Delaware limited partnership (HCPF). HCP is the general partner of HCPF. The principal occupation of Mr. Manko is serving as the
managing member of HCM and HCP.
(d) No Reporting Person has, during the last five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) No Reporting Person has, during the last five years, been party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such 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.
(f) Mr. Manko is a citizen of the United States of America.
Item 3. Source and Amounts of Funds or other Consideration.
The shares of Common Stock acquired by the Reporting Persons were purchased with working capital of HCPF (which may, at any given time, include margin loans
made by brokerage firms in the ordinary course of business) in open market purchases. The net investment costs (including commissions, if any) of the Shares directly owned by the Reporting Persons is approximately $1,441,992, including the net cost
of Shares. The amounts paid were funded by working capital.
The responses to item 4, 5, and 6 of this Schedule 13D are incorporated herein by reference.
Item 4. Purpose of Transaction.
The responses
to item 3, 5, and 6 of this Schedule 13D are incorporated herein by reference.
The Reporting Persons acquired the shares of Common Stock based on the
Reporting Persons belief that the shares of Common Stock, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the
