13G Filing: Huber Capital Management and Iconix Brand Group Inc. (ICON)

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Preliminary Statement:

This Schedule 13G is filed by Huber Capital Management, LLC (“HCM”) (“Huber” or the “Filer”) and amends, supplements and replaces in its entirety the Schedule 13D filed on August 12, 2016, as subsequently amended (the “Schedule 13D”), by the Filer, relating to shares of common stock of Iconix Brand Group, Inc. (the “Issuer”). The Schedule 13D had superseded a Schedule 13G previously filed by the Filer on September 9, 2015, as subsequently amended. The Filer has determined that it no longer holds any shares of common stock of the Issuer (“Common Stock”) with any purpose, or with the effect of, changing or influencing control of the Issuer or in connection with or as a participant in any transaction having that purpose or effect. In accordance with Rule 13d-1(h), the Filer accordingly determined to again report its beneficial ownership of shares of Common Stock of the Issuer on Schedule 13G.

Item 1.

Item 2.

Item 3.

If this statement is filed pursuant to Rule 13d‑1(b), or 13d‑2(b), check whether the person filing is a:

(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)	☒	An investment adviser in accordance with § 240.13d‑1(b)(ii)(E).
(f)	☐	An employee benefit plan or endowment fund in accordance with § 240.13d‑1(b)(1)(ii)(F).
(g)	☐	A parent holding company or control person in accordance with § 240.13d‑1(b)(1)(ii)(G).
(h)	☐	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i)	☐	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a‑3).
(j)	☐	Group, in accordance with § 240.13d‑1(b)(1)(ii)(J).

Item 4.

Ownership

(i)

Sole power to vote or to direct the vote: 1,279,439

(ii)

Shared power to vote or to direct the vote: 0

(iii)

Sole power to dispose or to direct the disposition of: 2,889,952

(iv)

Shared power to dispose or to direct the disposition of: 0

In addition, Mr. Joseph R. Huber, who is the managing member and majority indirect owner of Huber Capital Holdings, LLC, which is in turn the owner of 100% of the membership interests of HCM, individually owns shares of Common Stock and may be deemed to own the shares of Common Stock on behalf of clients of HCM, of which he has, in the aggregate, sole power to vote or to direct the vote of 1,846,852 shares and sole power to dispose or to direct the disposition of 3,457,365 shares of Common Stock, all of which he no longer holds with any purpose, or with the effect of, changing or influencing control of the Issuer or in connection with or as a participant in any transaction having that purpose or effect.

Item 5.

Ownership of Five Percent or Less of a Class:

N/A

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:

N/A

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:

N/A

Item 8.

Identification and Classification of Members of the Group:

N/A

Item 9.

Notice of Dissolution of Group:

N/A

SIGNATURE

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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, other than activities solely in connection with a nomination under § 240.14a-11.

August 29, 2017

HUBER CAPITAL MANAGEMENT, LLC

By:  /s/ Joseph R. Huber

Joseph R. Huber

CEO/CIO

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