Page 12 of 13 – SEC Filing CUSIP No. 68210P107
13D/A Page 12 of 13
WCI is the sole investment
manager of Wynnefield Offshore and, accordingly, may be deemed to be the indirect beneficial owner (as that term is defined under
Rule 13d-3 under the Exchange Act) of the Common Stock that Wynnefield Offshore beneficially owns. WCI, as the sole investment
manager of Wynnefield Offshore, has the sole power to direct the voting and disposition of the Common Stock that Wynnefield Offshore
beneficially owns. Messrs. Obus and Landes are executive officers of WCI and, accordingly, each may be deemed to be the indirect
beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that WCI may be deemed to
beneficially own. Messrs. Obus and Landes, as executive officers of WCI, share the power to direct the voting and disposition of
the shares of Common Stock that WCI may be deemed to beneficially own.
The Plan is an employee
profit sharing plan. Messrs. Obus and Landes are the co-trustees of the Plan and accordingly, Messrs. Obus and Landes
may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the shares
of Common Stock that the Plan may be deemed to beneficially own. Each of Messrs. Obus and Landes, as the trustees
of the Plan, shares with the other the power to direct the voting and disposition of the shares of Common Stock beneficially owned
by the Plan.
Beneficial ownership of the Common Stock shown on the cover pages of and set
forth elsewhere in this Schedule 13D for each member of the Wynnefield Reporting Persons assumes that they have not formed a
group for purposes of Section 13(d)(3) under the Exchange Act, and Rule 13d-5(b)(1) promulgated thereunder. If the members of
the Wynnefield Reporting Persons were deemed to have formed a group for purposes of Section 13(d)(3) and Rule 13d-5(b)(1),
the group would be deemed to own beneficially (and may be deemed to have shared voting and dispositive power over) in the
aggregate 1,713,051 shares of Common Stock, constituting approximately 7.7% 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
22,204,451 shares outstanding as of February 29, 2016, as set forth in the Issuer’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2015, filed with the Commission on March 9, 2016.
The filing of this
Schedule 13D and any future amendment by the Wynnefield Reporting Persons, and the inclusion of information herein and therein
with respect to WCM, WCI and Messrs. Obus and Landes, shall not be considered an admission that any of such persons, for the purpose
of Section 16(b) of the Exchange Act, are the beneficial owners of any shares in which such persons do not have a pecuniary interest.
Each of WCM, WCI and Messrs. Obus and Landes disclaims any beneficial ownership of the shares covered by this Schedule 13D.
The Wynnefield Reporting Persons
have acquired or sold shares of Common Stock since the filing of Amendment No. 3 to Schedule 13D with the Commission on March
1, 2016 as follows:
Name Date Purchase or Sale Number of Shares Price Wynnefield Partners 3/28/16 Purchase 53,023 $16.88 Wynnefield Partners I 3/28/16 Purchase 83,045 $16.88 Wynnefield Offshore 3/3/16 Sale 15,443 $25.14 Wynnefield Offshore 3/10/16 Purchase 58,000 $16.64 Wynnefield Offshore 3/28/16 Purchase 33,392 $16.88 Plan 3/10/16 Purchase 10,000 $16.64
(d) and (e). Not Applicable.
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| CUSIP No. 68210P107 | 13D/A | Page 12 of 13 |
WCI is the sole investment
manager of Wynnefield Offshore and, accordingly, may be deemed to be the indirect beneficial owner (as that term is defined under
Rule 13d-3 under the Exchange Act) of the Common Stock that Wynnefield Offshore beneficially owns. WCI, as the sole investment
manager of Wynnefield Offshore, has the sole power to direct the voting and disposition of the Common Stock that Wynnefield Offshore
beneficially owns. Messrs. Obus and Landes are executive officers of WCI and, accordingly, each may be deemed to be the indirect
beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that WCI may be deemed to
beneficially own. Messrs. Obus and Landes, as executive officers of WCI, share the power to direct the voting and disposition of
the shares of Common Stock that WCI may be deemed to beneficially own.
The Plan is an employee
profit sharing plan. Messrs. Obus and Landes are the co-trustees of the Plan and accordingly, Messrs. Obus and Landes
may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the shares
of Common Stock that the Plan may be deemed to beneficially own. Each of Messrs. Obus and Landes, as the trustees
of the Plan, shares with the other the power to direct the voting and disposition of the shares of Common Stock beneficially owned
by the Plan.
Beneficial ownership of the Common Stock shown on the cover pages of and set
forth elsewhere in this Schedule 13D for each member of the Wynnefield Reporting Persons assumes that they have not formed a
group for purposes of Section 13(d)(3) under the Exchange Act, and Rule 13d-5(b)(1) promulgated thereunder. If the members of
the Wynnefield Reporting Persons were deemed to have formed a group for purposes of Section 13(d)(3) and Rule 13d-5(b)(1),
the group would be deemed to own beneficially (and may be deemed to have shared voting and dispositive power over) in the
aggregate 1,713,051 shares of Common Stock, constituting approximately 7.7% 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
22,204,451 shares outstanding as of February 29, 2016, as set forth in the Issuer’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2015, filed with the Commission on March 9, 2016.
The filing of this
Schedule 13D and any future amendment by the Wynnefield Reporting Persons, and the inclusion of information herein and therein
with respect to WCM, WCI and Messrs. Obus and Landes, shall not be considered an admission that any of such persons, for the purpose
of Section 16(b) of the Exchange Act, are the beneficial owners of any shares in which such persons do not have a pecuniary interest.
Each of WCM, WCI and Messrs. Obus and Landes disclaims any beneficial ownership of the shares covered by this Schedule 13D.
The Wynnefield Reporting Persons
have acquired or sold shares of Common Stock since the filing of Amendment No. 3 to Schedule 13D with the Commission on March
1, 2016 as follows:
| Name | Date | Purchase or Sale | Number of Shares | Price |
| Wynnefield Partners | 3/28/16 | Purchase | 53,023 | $16.88 |
| Wynnefield Partners I | 3/28/16 | Purchase | 83,045 | $16.88 |
| Wynnefield Offshore | 3/3/16 | Sale | 15,443 | $25.14 |
| Wynnefield Offshore | 3/10/16 | Purchase | 58,000 | $16.64 |
| Wynnefield Offshore | 3/28/16 | Purchase | 33,392 | $16.88 |
| Plan | 3/10/16 | Purchase | 10,000 | $16.64 |
(d) and (e). Not Applicable.
