13D Filing: SC Fundamental Value Fund, L.P. and Aviragen Therapeutics Inc. (AVIR)

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Page 10 of 12 – SEC Filing

CUSIP
No. 053761102
13D/A Page
10 of 11 Pages

ITEM 5. Interest in Securities
of the Issuer

 

Item 5 is amended and restated in
its entirety as follows:

 

(a)-(b) The Fund, SCFLLC, Koffler, Bird and Hurwitz may be deemed, for purposes of Rule 13d-3 under the Securities
Exchange Act of 1934, as amended, to be the beneficial owner of an aggregate of 1,830,643 shares of Common Stock as of January
16, 2018, which represent 4.74% of the Issuer’s outstanding shares of Common Stock.

 

(i)
Sole power to vote or direct vote: 0

(ii)
Shared power to vote or direct vote: 1,830,643

(iii)
Sole power to dispose of or direct the disposition: 0

(iv)
Shared power to dispose of or direct the disposition: 1,830,643 

 

Collery
may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, to be the beneficial owner of
an aggregate of 1,868,143 shares of Common Stock as of January 16, 2018, which represent 4.83% of the Issuer’s outstanding
shares of Common Stock.

 

(i)
Sole power to vote or direct vote: 0

(ii)
Shared power to vote or direct vote: 1,868,143

(iii)
Sole power to dispose of or direct the disposition: 0

(iv)
Shared power to dispose of or direct the disposition: 1,868,143

 

The
Plan may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, to be the beneficial owner
of an aggregate of 37,500 shares of Common Stock as of January 16, 2018, which represent 0.10% of the Issuer’s outstanding
shares of Common Stock.

 

(i)
Sole power to vote or direct vote: 0

(ii)
Shared power to vote or direct vote: 37,500

(iii)
Sole power to dispose of or direct the disposition: 0

(iv)
Shared power to dispose of or direct the disposition: 37,500

 

For
purposes of calculating the percentages set forth in this Item 5, the number of shares of Common Stock outstanding is assumed
to be 38,649,237, as disclosed on the Issuer’s 424B3 Prospectus filed with the SEC on January 2, 2018.

 

(c)         There
have been two transactions in the shares of Common Stock by the Reporting Persons during the past sixty days. The trading dates,
number of shares of Common Stock purchased or sold and the price per share for all transactions in the Common Stock within the
last sixty days by the Reporting Persons are set forth in Schedule A, and are incorporated herein by reference.

 

(d)         The
Reporting Persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale
of, securities held in their accounts.

 

Collery,
Koffler, Bird and Hurwitz, by virtue of their status as members of SCFLLC, the general partner of the Fund, may be deemed to share
with the Fund and SCFLLC the power to vote or direct the vote and to dispose or to direct to dispose the disposition of shares
of Common Stock of which the Fund is the direct beneficial owner

 

Collery,
by virtue of his status as trustee of the Plan, may be deemed to share with the Plan the power to vote or direct the vote and
to dispose or to direct to dispose the disposition of shares of Common Stock of which the Plan is the direct beneficial owner

 

(e)         As
of January 16, 2018, the Reporting Persons have ceased being beneficial owners of more than 5% of the Shares of Common Stock of
the Issuer and as such, are no longer subject to the reporting obligations under Rule 13d of the Exchange Act. This Amendment
constitutes the exit filing of the Reporting Persons.

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