Pico Holdings Inc (PICO): Central Square Management Lowers Its Stake

Page 8 of 12 – SEC Filing

The following constitutes Amendment No. 7 to the Schedule 13D filed by the undersigned (“Amendment No. 7”).  This Amendment No. 7 amends the Schedule 13D as specifically set forth herein.

Item 2.

Identity and Background.

Item 2(a)(v) is hereby amended and restated to read as follows:    

(a)           This statement is filed by:

(v)

Central Square Management LLC, a Delaware limited liability company (“Central Square Management”), which  serves as the investment manager of each of Central Square Capital and Central Square Master and as an advisor to a separately managed account (the “Managed Account”).

Item 3.

Source and Amount of Funds or Other Consideration.

Item 3 is hereby amended and restated to read as follows:

The Shares purchased by each of Central Square Capital and Central Square Master and held in the Managed Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases. The aggregate purchase price of the 920,329 Shares directly owned by Central Square Capital is approximately $13,600,962, including brokerage commissions.  The aggregate purchase price of the 241,703 Shares directly owned by Central Square Master is approximately $4,144,532, including brokerage commissions. The aggregate purchase price of the 348 Shares held in the Managed Account is approximately $3,402, including brokerage commissions.

Item 5.

Interest in Securities of the Issuer.

Items 5(a)-(c) are hereby amended and restated to read as follows:

The aggregate percentage of Shares reported owned by each person named herein is based upon 23,046,737 Shares outstanding, as of August 5, 2016, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2016.

A.	Central Square Capital

(a)

As of the close of business on September 28, 2016, Central Square Capital directly owned 920,329 Shares.

Percentage: Approximately 4.0%

(b)

1. Sole power to vote or direct vote: 0

2. Shared power to vote or direct vote: 920,329

3. Sole power to dispose or direct the disposition: 0

4. Shared power to dispose or direct the disposition: 920,329

(c)

The transactions in the Shares by Central Square Capital during the past sixty days are set forth in Schedule A and are incorporated herein by reference.