13D Filing: Wynnefield Capital and Summer Infant, Inc. (SUMR)

 

Item 1. Security and Issuer.

This Amendment No.
9 amends the Statement of Beneficial Ownership on Schedule 13D originally filed with the Securities and Exchange Commission (the
“Commission”) on November 15, 2012 and as further amended by Amendment No. 1 filed on June 14, 2013, Amendment No.
2 filed on November 17, 2014, Amendment No. 3 filed on November 16, 2015, Amendment No. 4 filed on December 22, 2015, Amendment
No. 5 filed on August 12, 2016, Amendment No. 6 filed on August 24, 2016, Amendment No. 7 filed on November 22, 2016 and Amendment
No. 8 filed on November 29, 2016 (the “Schedule 13D”) by the Wynnefield Reporting Persons (as defined in the Schedule
13D) with respect to shares of common stock, $0.0001 par value per share (the “Common Stock”) of Summer Infant, Inc.,
(the “Issuer”), whose principal executive offices are located at 1275 Park East Drive, Woonsocket, Rhode Island 02895.
Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Schedule 13D.

Item 3. Source and Amount of Funds or
Other Consideration.

Item 3 of the Schedule 13D is hereby amended and restated as
follows:

The securities reported
in this Schedule 13D as directly beneficially owned by the Wynnefield Reporting Persons were acquired with funds of approximately
$17,289,812 (including brokerage commissions). All such funds were provided from the working capital or personal funds of the Wynnefield
Reporting Persons who directly beneficially own such securities.

Item 4. Purpose of the Transaction

Item 4 of the Schedule 13D is hereby amended by the addition
of the following:

This Schedule 13D is
filed by the Wynnefield Reporting Persons to report acquisitions of shares of the Common Stock which increases its beneficial ownership
(as such term is defined under Rule 13d-3 under the Exchange Act of 1934, as amended) of the Common Stock of the Issuer by more
than 1% from the amounts previously reported on Amendment No. 8 previously filed on November 29, 2016.

Item 5. Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and restated as
follows:

(a), (b) and (c) As
of May 25, 2017, the Wynnefield Reporting Persons beneficially owned in the aggregate 6,466,007 shares of Common Stock, constituting
approximately 34.6% of the outstanding shares of Common Stock. The percentage of shares of Common Stock reported as being beneficially
owned by the Wynnefield Reporting Persons is based upon 18,527,242 shares outstanding as of May 2, 2017, as set forth in the Issuer’s
Quarterly Report on Form 10-Q for the quarter ended April 1, 2017, filed with the Securities and Exchange Commission (the “Commission”)
on May 3, 2017.

The following table
sets forth certain information with respect to Common Stock directly beneficially owned by the Wynnefield Reporting Persons listed
below: