Page 9 of 10 – SEC Filing Item 5. Interest in Securities of the Issuer.
(a)
– (b) The information requested by these paragraphs is incorporated herein by reference to the information provided on
the cover pages to this Schedule 13D. Percentage ownership is based on 29,356,397 shares of Common Stock outstanding as of October
3, 2019, which is the estimated total number of shares of Common Stock outstanding immediately after the Merger based on information
provided to the Reporting Persons by the Company.
(c)
Other than the shares of Common Stock received in connection with the Merger described in Item 3 above, the Reporting Persons
have not entered into any transactions in the Common Stock during the past sixty days.
(d)
Except as set forth in this Item 5, no person other than each respective direct owner of Common Stock referred to herein
is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, such
Common Stock.
(e)
Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The
Reporting Persons are parties to an agreement with respect to the joint filing of this Schedule 13D and any amendments thereto.
A copy of such agreement is attached as Exhibit 99.1 and is incorporated by reference herein.
Other
than the joint filing agreement filed as an exhibit hereto, the Reporting Persons have no contracts, arrangements, understandings
or relationships (legal or otherwise) among the persons named in Item 2 hereof and between such persons and any persons with respect
to securities of the Issuer, including, but not limited to, transfer of voting of any other securities, finder’s fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, divisions of profits or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits.
Exhibit 99.1 Joint Filing Agreement, dated October 15, 2019, by and among
Emancipation Management LLC, Emancipation Capital Master Ltd., Emancipation Capital SPV IV LLC, Emancipation Capital LLC and
Charles Frumberg.
9
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| Item 5. | Interest in Securities of the Issuer. |
(a)
– (b) The information requested by these paragraphs is incorporated herein by reference to the information provided on
the cover pages to this Schedule 13D. Percentage ownership is based on 29,356,397 shares of Common Stock outstanding as of October
3, 2019, which is the estimated total number of shares of Common Stock outstanding immediately after the Merger based on information
provided to the Reporting Persons by the Company.
(c)
Other than the shares of Common Stock received in connection with the Merger described in Item 3 above, the Reporting Persons
have not entered into any transactions in the Common Stock during the past sixty days.
(d)
Except as set forth in this Item 5, no person other than each respective direct owner of Common Stock referred to herein
is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, such
Common Stock.
(e)
Not applicable.
| Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
The
Reporting Persons are parties to an agreement with respect to the joint filing of this Schedule 13D and any amendments thereto.
A copy of such agreement is attached as Exhibit 99.1 and is incorporated by reference herein.
Other
than the joint filing agreement filed as an exhibit hereto, the Reporting Persons have no contracts, arrangements, understandings
or relationships (legal or otherwise) among the persons named in Item 2 hereof and between such persons and any persons with respect
to securities of the Issuer, including, but not limited to, transfer of voting of any other securities, finder’s fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, divisions of profits or the giving or withholding of proxies.
| Item 7. | Material to be Filed as Exhibits. |
| Exhibit 99.1 | Joint Filing Agreement, dated October 15, 2019, by and among Emancipation Management LLC, Emancipation Capital Master Ltd., Emancipation Capital SPV IV LLC, Emancipation Capital LLC and Charles Frumberg. |
| 9 |