13D Filing: Raging Capital Management and Immersion Corp (IMMR)

The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (the “Amendment No. 1”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein.

Item 3.

Source and Amount of Funds or Other Consideration.

The first paragraph of Item 3 is hereby amended and restated in its entirety as follows:

The aggregate purchase price of the 3,913,859 Shares owned directly by Raging Master is approximately $32,471,294.41, not including brokerage commissions.  Such Shares were acquired with the working capital of Raging Master.

Item 4.

Purpose of Transaction.

Item 4 is hereby amended to add the following:

The Reporting Persons purchased the additional securities of the Issuer reported herein based on their belief that such securities, when purchased, were undervalued and represented an attractive investment opportunity. In particular, the Reporting Persons believe that the Issuer owns very valuable intellectual property covering haptics technologies which are gaining broader adoption in the marketplace including with Apple and Samsung with whom the Issuer has strong claims in litigation as well as numerous licensees.  The Reporting Persons believe the Issuer has suffered from poor leadership and the recent termination of Vic Viegas as the CEO was a critical step in the right direction.  The Reporting Persons believe this poor leadership includes the poor stewardship of the Board of Directors which has been chaired by Mr. Schlachte, and for now, we will take the Issuer’s word for it, when they describe his new title as “Interim” CEO. The Board should recall that Mr. Schlachte received a paltry 36% of the shares outstanding (not including Viex shares that were contractually obligated to vote in favor of the Board’s candidates as part of a settlement agreement) in favor of his reelection to the Board at the 2017 annual shareholders meeting in which he ran unopposed before contemplating an extended duration of his tenure as Interim CEO.  The Reporting Persons strongly encourage the Issuer’s Board to move quickly in hiring a new CEO with the requisite experience, skills, credibility and shareholder alignment to pursue all strategic opportunities to capitalize on the significant value of the Issuer’s technologies to maximize shareholder value.

Item 5.

Interest in Securities of the Issuer.

Items 5(a)-(c) are hereby amended and restated in their entirety as follows:

The aggregate percentage of Common Stock reported owned by each person named herein is based upon 29,251,243 shares of Common Stock outstanding, which is the total number of shares of Common Stock outstanding as of October 27, 2017 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.

Raging Capital

(a)	As of the date hereof, Raging Capital may be deemed to beneficially own 3,913,859 shares of Common Stock by virtue of its relationship with Raging Master discussed in detail in Item 2.

Percentage: Approximately 13.4%

(b)	1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 3,913,859 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 3,913,859

Mr. Martin

(a)	As of close of the date hereof, Mr. Martin may be deemed to beneficially own 3,913,859 shares of Common Stock by virtue of his relationship with Raging Master discussed in detail in Item 2.

Percentage: Approximately 13.4%

(b)	1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote:  3,913,859 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 3,913,859

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

Dated:

December 4, 2017

¹ Not including any brokerage fees.