Page 6 of 10 – SEC Filing
of research and discussions with industry and market observers and with representatives of such companies.
Each Reporting Person that owns shares of Common Stock assesses the Companys business, financial condition, and results of operations as well as economic conditions and securities markets in general and those for the Companys shares in particular. Depending on such assessments, one or more of such Reporting Persons may acquire additional shares or may sell or otherwise dispose of all or some of the shares of Common Stock. Such actions will depend on a variety of factors, including current and anticipated trading prices for Common Stock, alternative investment opportunities, and general economic, financial market and industry conditions.
Except as described in this Item 4, none of the Reporting Persons nor any other person named in Schedule A has any plans or proposals that relate to, or would result in, any matter required to be disclosed in response to paragraphs (a) through (j), inclusive, of Item 4 of Schedule 13D. The shares of Common Stock were not acquired for the purpose, nor with the effect, of changing or influencing the control of the Company. The Reporting Persons are filing this Statement on Schedule 13D, as opposed to Schedule 13G, due to the fact that the shares of Common Stock that may be deemed to be beneficially owned by Mr. Kopp directly and indirectly (other than through KIA) exceed 1% of the shares of Common Stock outstanding. Neither any of the Reporting Persons nor any client or shareholder thereof is a member of a group for any purpose.
Item 5. Interest in Securities of the Issuer
(a)
Generally by virtue of limited powers of attorney and/or investment advisory agreements, KIA is the beneficial owner of 6,507,714 shares, or approximately 16.0%, of Common Stock. By virtue of the relationships described in Item 2 of this statement, KHCLLC and Mr. Kopp may have indirect beneficial ownership of the shares beneficially owned by KIA.
In addition, Mr. Kopps indirect beneficial ownership may comprise Common Stock held in the Kopp Family Foundation, a 501(c)(3) corporation for which he serves as a director, and held in his wifes individual retirement account (IRA) and held by her through a revocable trust. Mr. Kopps direct beneficial ownership may comprise Common Stock held in his IRA and held by him through a revocable trust. In the aggregate, including the shares beneficially owned by KIA, under Section 13 of the Act, Mr. Kopp may be deemed beneficially to own a total of 6,522,714 shares, or approximately 16.0%, of Common Stock.
(b)
KIA may be deemed to have shared voting power with respect to 6,507,714 shares of Common Stock. Pursuant to the limited powers of attorney granted to KIA by its clients, which generally are terminable immediately upon notice, KIA in effect shares with the majority of its clients the power to dispose of the 3,824,424 shares of Common Stock owned individually by its clients. By virtue of the relationships described in Item 2 of this statement, KHCLLC and Mr. Kopp may be deemed to have shared voting power with respect to 6,507,714 shares of Common Stock and shared dispositive power with respect to 3,824,424 shares of Common Stock. Mr. Kopp has the sole power to dispose of 2,698,290 shares of Common Stock beneficially owned directly and indirectly (other than through KIA) by him.
(c)
The identity of the Reporting Person, type of transaction, date, number of shares, and price per share (excluding commission) for all transactions in the Common Stock by the Reporting Persons since the last filing of Schedule 13D on March 11, 2016, are set forth on Schedule B attached hereto and incorporated by reference herein. All trades by the Reporting Persons were done in the open market.
(d)
With respect to the shares held in a fiduciary or representative capacity, persons other than the Reporting Persons have the right to receive or the power to direct the receipt of dividends from or the proceeds of the sale of such shares of Common Stock.
(e)
Not applicable.
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