13D Filing: Piton Capital Partners Llc and Evolving Systems Inc (NASDAQ:EVOL)

Information concerning transactions in the Shares effected by the Reporting Person during the past sixty days is set forth in Exhibit A hereto and is incorporated herein by reference. All of the transactions in Shares listed hereto were effected in the open market through various brokerage entities.

Kokino provides investment management services to the Reporting Person.  In this capacity Kokino shares the power to (i) vote and dispose (or direct the disposition of) and (ii) direct the receipt of dividends from, or the proceeds from the sale of, the 660,872 Shares beneficially owned by the Reporting Person.  Additionally, Kokino is the managing member of PCM, which is in turn the managing member of the Reporting Person. Robert Averick, in his capacity as an employee of Kokino, manages the Reporting Person’s investment in the Shares. PCM, Kokino and Mr. Averick have no pecuniary interest in the Shares beneficially owned by the Reporting Person, except that Mr. Averick currently holds a minority interest in the Reporting Person through PCM (which interest may increase or decrease from time to time).  PCM and Kokino are each a “family office” (as defined in the Family Office Rule) of the same family, and any voting power or investment power PCM, Kokino or Mr. Averick may hold over the Shares is ultimately attributed to the Reporting Person.

Except as described above (including in the footnotes to Items 5(a) and (b)), no person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares.

The Reporting Person is a pooled investment vehicle formed for the benefit of a single family and certain “key employees” (as defined in SEC Rule 202(a)(11)(G)-1 (the “Family Office Rule”)) of Kokino.  The Reporting Person is managed by its managing member, PCM.  PCM is in turn managed by its managing member, Kokino.  Additionally, Kokino is the trading manager of the Reporting Person, and in that capacity Kokino acts on behalf of the Reporting Person as an agent.  Robert Averick, in his capacity as an employee of Kokino, manages the Reporting Person’s investment in the Shares. PCM, Kokino and Mr. Averick have no pecuniary interest in the shares of Common Stock beneficially owned by the Reporting Person, except that Mr. Averick currently holds a minority interest in the Reporting Person through PCM (which interest may increase or decrease from time to time).  PCM and Kokino are each a “family office” (as defined in the Family Office Rule) of the same family, and any voting power or investment power PCM, Kokino or Mr. Averick may hold over the Shares is ultimately attributed to the Reporting Person.

This calculation is rounded to the nearest tenth and is based upon 12,462,692 shares of Common Stock outstanding, as reported in the Issuer’s Annual Report on Form 10-K filed on March 28, 2017.