Page 5 of 6 – SEC Filing The 1,166,925 shares are deemed to be owned beneficially by Roumell Asset Management solely as a result of its discretionary power over such shares as investment advisor to the Fund. The 806,507 shares are deemed to be owned beneficially by Roumell Asset Management solely as a result of its discretionary investment power and, in most instances, voting power over such shares as investment adviser. Roumell Asset Management has no economic interest in these shares. Mr. Roumell is the President of Roumell Asset Management and holds a controlling percentage of its outstanding voting securities and, as a result of his position with and ownership of securities of Roumell Asset Management; Mr. Roumell could be deemed the beneficial owner of the shares beneficially owned by Roumell Asset Management and the Fund. The percentage of the common stock set forth for each Reporting Person in this Item 5 was calculated based upon on the 40,512,356 shares of common stock outstanding as of June 2, 2016, as stated on the facing page of the Form 10-K for the year ended March 31, 2016, filed by the Issuer. (c) During the 60-day period ended June 15, 2016, Roumell Asset Management sold 4,700 shares of Issuer’s common stock on (i) May 19, 2016, for $7,271.37, (ii) May 20, 2016, 5,868 shares of common stock for $9,012.07, and on June 2, 2016, 2,370 shares of common stock for $5,024.64, in each case exclusive of brokerage commissions. All sales were executed to accommodate client account liquidations and were conducted in the open market for cash. The Fund and Mr. Roumell did not have any transactions in the Issuer’s common stock during the 60-day period ended June 15, 2016. (d) Roumell Asset Management’s advisory clients have the right to receive or direct the receipt of dividends from, or the proceeds from the sale of, the 806,507 shares of the Issuer’s common stock. Investors in the Fund have the right to receive or direct the receipt of dividends from the 1,166,925 shares of the Issuer’s common stock, but proceeds from the sale of such shares become assets of the Fund. Mr. Roumell has the right, through his personal account, to receive dividends from, or the proceeds from the sale of, the 43,480 shares of the Issuer’s common stock. (e) The Reporting Persons ceased to be beneficial owners of more than five percent of the Issuer’s outstanding common stock as of June 2, 2016. Item 7. Material to be Filed as Exhibits. Exhibit 7.01 Form of Roumell Asset Management, LLC Investment Advisory Agreement (incorporated by reference to the Exhibit 7.01 to the Original 13D).
Exhibit 7.02 Letter to the Board of Directors of Covisint Corporation dated May 1, 2016 (incorporated by reference to the Exhibit 7.02 to the Original 13D).
Exhibit 7.03 Joint Filing Agreement by and among the Reporting Persons, dated May 18, 2016 (incorporated by reference to the Exhibit 7.03 to the Original 13D).
Exhibit 7.04 Letter to the Chief Executive Officer of Covisint Corporation dated June 15, 2016.
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The 1,166,925 shares are deemed to be owned beneficially by Roumell Asset Management solely as a result of its discretionary power over such shares as investment advisor to the Fund. The 806,507 shares are deemed to be owned beneficially by Roumell Asset Management solely as a result of its discretionary investment power and, in most instances, voting power over such shares as investment adviser. Roumell Asset Management has no economic interest in these shares. Mr. Roumell is the President of Roumell Asset Management and holds a controlling percentage of its outstanding voting securities and, as a result of his position with and ownership of securities of Roumell Asset Management; Mr. Roumell could be deemed the beneficial owner of the shares beneficially owned by Roumell Asset Management and the Fund.
The percentage of the common stock set forth for each Reporting Person in this Item 5 was calculated based upon on the 40,512,356 shares of common stock outstanding as of June 2, 2016, as stated on the facing page of the Form 10-K for the year ended March 31, 2016, filed by the Issuer.
(c) During the 60-day period ended June 15, 2016, Roumell Asset Management sold 4,700 shares of Issuer’s common stock on (i) May 19, 2016, for $7,271.37, (ii) May 20, 2016, 5,868 shares of common stock for $9,012.07, and on June 2, 2016, 2,370 shares of common stock for $5,024.64, in each case exclusive of brokerage commissions. All sales were executed to accommodate client account liquidations and were conducted in the open market for cash.
The Fund and Mr. Roumell did not have any transactions in the Issuer’s common stock during the 60-day period ended June 15, 2016.
(d) Roumell Asset Management’s advisory clients have the right to receive or direct the receipt of dividends from, or the proceeds from the sale of, the 806,507 shares of the Issuer’s common stock. Investors in the Fund have the right to receive or direct the receipt of dividends from the 1,166,925 shares of the Issuer’s common stock, but proceeds from the sale of such shares become assets of the Fund. Mr. Roumell has the right, through his personal account, to receive dividends from, or the proceeds from the sale of, the 43,480 shares of the Issuer’s common stock.
(e) The Reporting Persons ceased to be beneficial owners of more than five percent of the Issuer’s outstanding common stock as of June 2, 2016.
Item 7. Material to be Filed as Exhibits.
| Exhibit 7.01 | Form of Roumell Asset Management, LLC Investment Advisory Agreement (incorporated by reference to the Exhibit 7.01 to the Original 13D). |
| Exhibit 7.02 | Letter to the Board of Directors of Covisint Corporation dated May 1, 2016 (incorporated by reference to the Exhibit 7.02 to the Original 13D). |
| Exhibit 7.03 | Joint Filing Agreement by and among the Reporting Persons, dated May 18, 2016 (incorporated by reference to the Exhibit 7.03 to the Original 13D). |
| Exhibit 7.04 | Letter to the Chief Executive Officer of Covisint Corporation dated June 15, 2016. |
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