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Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| BANDERA PARTNERS | 1,680,667 | 1,680,667 | 1,680,667 | 1,680,667 | 5.8% | |
| GREGORY BYLINSKY | 10,000 | 10,000 | 1,680,667 | 1,680,667 | 5.8% | |
| JEFFERSON GRAMM | 1,690,667 | 5.8% |
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Page 1 of 10 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c),
AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No.
6)1
| Luby’s, Inc. |
| (Name of Issuer) |
| Common Stock, $0.32 par value |
| (Title of Class of Securities) |
| 549282 10 1 |
| (CUSIP Number) |
| December 31, 2016 |
| (Date of Event Which Requires Filing of this |
Check the appropriate box
to designate the rule pursuant to which this Schedule is filed:
| ☒ | Rule 13d-1(b) |
| ☐ | Rule 13d-1(c) |
| ☐ | Rule 13d-1(d) |
1
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided
in a prior cover page.
The information required
on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
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Page 2 of 10 – SEC Filing
| 1 | NAME OF REPORTING PERSON | ||||||||||||||||||
| BANDERA PARTNERS LLC | |||||||||||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ | |||||||||||||||||
| (b) ☐ | |||||||||||||||||||
| 3 | SEC USE ONLY | ||||||||||||||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||||||||||
| DELAWARE | |||||||||||||||||||
| NUMBER OF | 5 | SOLE VOTING POWER | |||||||||||||||||
| SHARES | |||||||||||||||||||
| BENEFICIALLY | 1,680,667 | ||||||||||||||||||
| OWNED BY | 6 | SHARED VOTING POWER | |||||||||||||||||
| EACH | |||||||||||||||||||
| REPORTING | – 0 – | ||||||||||||||||||
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER | |||||||||||||||||
| 1,680,667 | |||||||||||||||||||
| 8 | SHARED DISPOSITIVE POWER | ||||||||||||||||||
| – 0 – | |||||||||||||||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||||||||||
| 1,680,667 | |||||||||||||||||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |||||||||||||||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||||||||||||||||
| 5.8% | |||||||||||||||||||
| 12 | TYPE OF REPORTING PERSON | ||||||||||||||||||
| OO | |||||||||||||||||||
| 2 |
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Page 3 of 10 – SEC Filing
| 1 | NAME OF REPORTING PERSON | ||||||||||||||||||
| GREGORY BYLINSKY | |||||||||||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ | |||||||||||||||||
| (b) ☐ | |||||||||||||||||||
| 3 | SEC USE ONLY | ||||||||||||||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||||||||||
| UNITED STATES | |||||||||||||||||||
| NUMBER OF | 5 | SOLE VOTING POWER | |||||||||||||||||
| SHARES | |||||||||||||||||||
| BENEFICIALLY | – 0 – | ||||||||||||||||||
| OWNED BY | 6 | SHARED VOTING POWER | |||||||||||||||||
| EACH | |||||||||||||||||||
| REPORTING | 1,680,667 | ||||||||||||||||||
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER | |||||||||||||||||
| – 0 – | |||||||||||||||||||
| 8 | SHARED DISPOSITIVE POWER | ||||||||||||||||||
| 1,680,667 | |||||||||||||||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||||||||||
| 1,680,667 | |||||||||||||||||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |||||||||||||||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||||||||||||||||
| 5.8% | |||||||||||||||||||
| 12 | TYPE OF REPORTING PERSON | ||||||||||||||||||
| IN | |||||||||||||||||||
| 3 |
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Page 4 of 10 – SEC Filing
| 1 | NAME OF REPORTING PERSON | ||||||||||||||||||
| JEFFERSON GRAMM | |||||||||||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ | |||||||||||||||||
| (b) ☐ | |||||||||||||||||||
| 3 | SEC USE ONLY | ||||||||||||||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||||||||||
| UNITED STATES | |||||||||||||||||||
| NUMBER OF | 5 | SOLE VOTING POWER | |||||||||||||||||
| SHARES | |||||||||||||||||||
| BENEFICIALLY | 10,000 | ||||||||||||||||||
| OWNED BY | 6 | SHARED VOTING POWER | |||||||||||||||||
| EACH | |||||||||||||||||||
| REPORTING | 1,680,667 | ||||||||||||||||||
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER | |||||||||||||||||
| 10,000 | |||||||||||||||||||
| 8 | SHARED DISPOSITIVE POWER | ||||||||||||||||||
| 1,680,667 | |||||||||||||||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||||||||||
| 1,690,667 | |||||||||||||||||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |||||||||||||||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||||||||||||||||
| 5.8% | |||||||||||||||||||
| 12 | TYPE OF REPORTING PERSON | ||||||||||||||||||
| IN | |||||||||||||||||||
| 4 |
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Page 5 of 10 – SEC Filing
| Item 1(a). | Name of Issuer: |
Luby’s, Inc. (the “Issuer”).
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
13111 Northwest Freeway, Suite 600
Houston, Texas 77040
| Item 2(a). | Name of Person Filing: |
This statement is filed by Bandera
Partners LLC, a Delaware limited liability company (“Bandera Partners”), Gregory Bylinsky and Jefferson Gramm. Each
of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”
Bandera Partners, Mr. Bylinsky and
Mr. Gramm are filing this Statement with respect to 1,680,667 shares of Common Shares
(the “Master Fund’s Shares”) directly owned by Bandera Master Fund L.P., a Cayman Islands exempted limited partnership
(“Bandera Master Fund”). In addition, Mr. Gramm is also filing this Statement with respect to 10,000 shares of Common
Shares directly owned by Mr. Gramm.
Bandera Partners is the investment
manager of Bandera Master Fund and may be deemed to have beneficial ownership over the Master Fund’s Shares by virtue of
the sole and exclusive authority granted to Bandera Partners by Bandera Master Fund to vote and dispose of the Master Fund’s
Shares.
Mr. Bylinsky and Mr. Gramm are Managing
Partners, Managing Directors and Portfolio Managers of Bandera Partners.
The filing of this Schedule 13G
shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange
Act of 1934, as amended, the beneficial owners of any of the Shares (as defined below) reported herein. Each of the Reporting Persons
specifically disclaims beneficial ownership of the Shares reported herein. Without limiting the foregoing sentence, Bandera Master
Fund specifically disclaims beneficial ownership of the Master Fund’s Shares by virtue of its inability to vote or dispose
of such Shares.
| Item 2(b). | Address of Principal Business Office or, if none, Residence: |
The principal business address of
each of the Reporting Persons is 50 Broad Street, Suite 1820, New York, New York 10004.
| Item 2(c). | Citizenship: |
Bandera Partners is organized under
the laws of the State of Delaware. Each of Messrs. Bylinsky and Gramm is a citizen of the United States of America.
| Item 2(d). | Title of Class of Securities: |
Common Stock (“Shares”).
| 5 |
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Page 6 of 10 – SEC Filing
| Item 2(e). | CUSIP Number: |
549282 10 1
| Item 3. | If this statement is filed pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| / / | Not Applicable | |
| (a) | / / | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). |
| (b) | / / | Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). |
| (c) | / / | Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c). |
| (d) | / / | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| (e) | / X / | Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E). |
| (f) | / / | Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F). |
| (g) | / / | Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G). |
| (h) | / / | Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). |
| (i) | / / | Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3). |
| (j) | / / | Non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J). |
| (k) | / / | Group, in accordance with Section 240.13d-1(b)(1)(ii)(J). |
| Item 4. | Ownership. |
All ownership
information reported in this Item 4 is as of the close of business on December 31, 2016.
Bandera
Partners LLC
| (a) | Amount beneficially owned: |
1,680,667 Shares
| (b) | Percent of class: |
5.8%
(based on 28,971,670 Shares outstanding as of November 9, 2016, as disclosed in the Issuer’s Annual Report on Form 10-K filed
with the Securities and Exchange Commission on November 23, 2016)
| 6 |
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Page 7 of 10 – SEC Filing
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
1,680,667 Shares
| (ii) | Shared power to vote or to direct the vote |
0 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
1,680,667 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
0 Shares
Gregory
Bylinsky
| (a) | Amount beneficially owned: |
1,680,667 Shares
| (b) | Percent of class: |
5.8%
(based on 28,971,670 Shares outstanding as of November 9, 2016, as disclosed in the Issuer’s Annual Report on Form 10-K filed
with the Securities and Exchange Commission on November 23, 2016)
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
0 Shares
| (ii) | Shared power to vote or to direct the vote |
1,680,667 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
0 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
1,680,667 Shares
| 7 |
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Page 8 of 10 – SEC Filing
Jefferson
Gramm
| (a) | Amount beneficially owned: |
1,690,667 Shares
| (b) | Percent of class: |
5.8%
(based on 28,971,670 Shares outstanding as of November 9, 2016, as disclosed in the Issuer’s Annual Report on Form 10-K filed
with the Securities and Exchange Commission on November 23, 2016)
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote |
10,000 Shares
| (ii) | Shared power to vote or to direct the vote |
1,680,667 Shares
| (iii) | Sole power to dispose or to direct the disposition of |
10,000 Shares
| (iv) | Shared power to dispose or to direct the disposition of |
1,680,667 Shares
| Item 5. | Ownership of Five Percent or Less of a Class. |
If this statement
is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following [ ].
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
The right to receive dividends from, or the proceeds
from the sale of, the Master Fund’s Shares is held by Bandera Master Fund, a private investment fund for which Bandera Partners
serves as investment manager. Bandera Partners, Mr. Bylinsky and Mr. Gramm disclaim beneficial ownership of the Master Fund’s
Shares reported in this statement pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not Applicable.
| Item 8. | Identification and Classification of Members of the Group. |
See Exhibit 99.1 to Amendment No.
5 to the Schedule 13G filed with the Securities and Exchange Commission on February 14, 2014.
| 8 |
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Page 9 of 10 – SEC Filing
| Item 9. | Notice of Dissolution of Group. |
Not Applicable.
| Item 10. | Certifications. |
By signing below
I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that purpose or effect.
| 9 |
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Page 10 of 10 – SEC Filing
SIGNATURES
After reasonable inquiry
and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement
is true, complete and correct.
| Dated: May 23, 2017 | |||
| BANDERA PARTNERS LLC | |||
| By: | /s/ Gregory Bylinsky | ||
| Name: | Gregory Bylinsky | ||
| Title: | Managing Director | ||
| By: | /s/ Gregory Bylinsky | ||
| Name: | Gregory Bylinsky | ||
| By: | /s/ Jefferson Gramm | ||
| Name: | Jefferson Gramm | ||
| 10 |
