13D Filing: Raging Capital Management and MRV Communications Inc (MRVC)

The following constitutes
Amendment No. 19 to the Schedule 13D filed by the undersigned (“Amendment No. 19”). This Amendment No. 19 amends the
Schedule 13D as specifically set forth herein.

Item 4 is hereby amended
to add the following:

On July 2, 2017, the
Issuer entered into an Agreement and Plan of Merger (the “Merger Agreement”) with ADVA NA Holdings, Inc. (“Parent”),
and Golden Acquisition Corporation, a wholly-owned subsidiary of Parent (“Merger Sub”). Pursuant to the terms and subject
to the conditions set forth in the Merger Agreement, Merger Sub commenced a tender offer (the “Offer”) to acquire all
of the issued and outstanding Shares of the Issuer, including all associated rights under that certain rights agreement, as amended,
between the Issuer and American Stock Transfer & Trust Company, LLC, as rights agent, dated as of January 26, 2016, on the
terms and subject to the conditions set forth in the Merger Agreement at a price per Share of $10.00 in cash, without interest
thereon and subject to any required tax withholding (the “Merger Consideration”).

Raging Capital tendered
into the Offer 2,136,864 Shares pursuant to and in accordance with the terms of the Offer. Mr. Traub tendered into the Offer 5,182
Shares in accordance with the terms of the Offer. The Offer expired at 12:00 midnight Eastern Time at the end of August 11, 2017.
On August 14, 2017, the Issuer announced that Merger Sub successfully completed the Offer and that Merger Sub merged with and into
the Issuer (the “Merger”), with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary
of Parent. All remaining restricted stock of the Issuer (both vested and unvested) owned by Messrs. Traub and Bellinger were converted
into the right to receive the Merger Consideration in accordance with the terms of the Merger Agreement. All stock options of the
Issuer owned by Messrs. Traub and Bellinger were cancelled and converted into the right to receive the Merger Consideration (less
the applicable exercise price) in accordance with the terms of the Merger Agreement; provided, however, that if the applicable
exercise price per Share under any such options was equal to or greater than the Merger Consideration, such options were cancelled
without any payment or other consideration being made or owed in respect thereof. Accordingly, the Reporting Persons no longer
beneficially own any securities of the Issuer.

Item 5 is hereby amended
and restated to read as follows:

The Reporting Persons
no longer beneficially own any securities of the Issuer. There were no transactions in the securities of the Issuer by the Reporting
Persons during the past 60 days except as set forth in Item 4.

The Reporting Persons
have ceased to be beneficial owners of more than 5% of the Shares.