Page 7 of 10 SEC Filing (g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:
Item 4. Ownership A. Eminence Capital, LP (a) Amount beneficially owned:
1,251,9701 (b) Percent of class: 3.1%. The
percentages used herein and in the rest of Item 4 are calculated based upon 40,480,241 shares of Common Stock outstanding as
of December 4, 2015, as set forth in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended October
31, 2015 filed with the Securities and Exchange Commission on December 10, 2015. (c) (i) Sole power to vote or direct the vote:
0 (ii) Shared power to vote or direct the
vote: 1,251,9701 (iii) Sole power to dispose or direct
the disposition: 0 (iv) Shared power to dispose or direct
the disposition: 1,251,9701
B. Eminence GP, LLC (a) Amount beneficially owned:
1,101,993 1 (b) Percent of class: 2.7% (c) (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the
vote: 1,101,9931 (iii) Sole power to dispose or direct the disposition: 0 (iv) Shared power to dispose or direct
the disposition: 1,101,9931
C. Ricky C. Sandler (a) Amount beneficially owned:
1,251,970 1 (b) Percent of class: 3.1% (c) (i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the
vote: 1,251,9701 (iii) Sole power to dispose or direct the disposition: 0 (iv) Shared power to dispose or direct the disposition: 1,251,9701
1 On
the date of the event which requires the filing of this Schedule 13G, each of the Reporting Persons may have been deemed to be
the beneficial owner of more than five percent of the shares of Common Stock.
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| (g) | ¨ | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); | |
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; | |
| (i) | ¨ | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; | |
| (j) | ¨ | A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); | |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
| If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), | |||
| please specify the type of institution: | |||
| Item 4. | Ownership | |
| A. Eminence Capital, LP | ||
| (a) | Amount beneficially owned: 1,251,9701 | |
| (b) | Percent of class: 3.1%. The percentages used herein and in the rest of Item 4 are calculated based upon 40,480,241 shares of Common Stock outstanding as of December 4, 2015, as set forth in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended October 31, 2015 filed with the Securities and Exchange Commission on December 10, 2015. | |
| (c) | (i) Sole power to vote or direct the vote: 0 | |
| (ii) Shared power to vote or direct the vote: 1,251,9701 | ||
| (iii) Sole power to dispose or direct the disposition: 0 | ||
| (iv) Shared power to dispose or direct the disposition: 1,251,9701 | ||
| B. Eminence GP, LLC | ||
| (a) | Amount beneficially owned: 1,101,993 1 | |
| (b) | Percent of class: 2.7% | |
| (c) | (i) Sole power to vote or direct the vote: 0 | |
| (ii) Shared power to vote or direct the vote: 1,101,9931 | ||
| (iii) Sole power to dispose or direct the disposition: 0 | ||
| (iv) Shared power to dispose or direct the disposition: 1,101,9931 | ||
| C. Ricky C. Sandler | ||
| (a) | Amount beneficially owned: 1,251,970 1 | |
| (b) | Percent of class: 3.1% | |
| (c) | (i) Sole power to vote or direct the vote: 0 | |
| (ii) Shared power to vote or direct the vote: 1,251,9701 | ||
| (iii) Sole power to dispose or direct the disposition: 0 | ||
| (iv) Shared power to dispose or direct the disposition: 1,251,9701 | ||
1 On
the date of the event which requires the filing of this Schedule 13G, each of the Reporting Persons may have been deemed to be
the beneficial owner of more than five percent of the shares of Common Stock.
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