Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D/A

 

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

982345100

(CUSIP Number)

 

Jeffrey Bronchick

2101 El Segundo Blvd., Suite 302

El Segundo, California 90245

(424) 221-5897

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

July 12, 2019

(Date of Event Which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box:[  ]

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7(b) for other parties to whom copies are to be sent.

 

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

1	NAME OF REPORTING PERSON   Cove Street Capital, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
		(a) [X]
		(b) [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS   WC, OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
	[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER   105,000
	8	SHARED VOTING POWER   303,667
	9	SOLE DISPOSITIVE POWER   105,000
	10	SHARED DISPOSITIVE POWER   303,667

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   408,667
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
		[  ]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11   2.07%
14	TYPE OF REPORTING PERSON   IA

 

 

1	NAME OF REPORTING PERSON   Jeffrey Bronchick
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
		(a) [X]
		(b) [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS   PF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
	[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION   United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER   814,122
	8	SHARED VOTING POWER   408,667
	9	SOLE DISPOSITIVE POWER   814,122
	10	SHARED DISPOSITIVE POWER 408,667

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,222,789
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
		[  ]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 6.19%
14	TYPE OF REPORTING PERSON IN

 

  

1	NAME OF REPORTING PERSON   Eugene Robin
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
		(a) [X]
		(b) [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS PF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
	[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 105,000
	8	SHARED VOTING POWER 0
	9	SOLE DISPOSITIVE POWER 105,000
	10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 105,000
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
		[  ]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 0.53%
14	TYPE OF REPORTING PERSON IN

 

 

1	NAME OF REPORTING PERSON Paul Hinkle
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
		(a) [X]
		(b) [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS PF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
	[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 20,000
	8	SHARED VOTING POWER 0
	9	SOLE DISPOSITIVE POWER 20,000
	10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,000
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
		[  ]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 0.10%
14	TYPE OF REPORTING PERSON IN

 

 

1	NAME OF REPORTING PERSON Marshall Geller
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
		(a) [X]
		(b) [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS PF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
	[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 683,090
	8	SHARED VOTING POWER -0-
	9	SOLE DISPOSITIVE POWER 683,090
	10	SHARED DISPOSITIVE POWER -0-

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 683,090
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
		[  ]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 3.46%
14	TYPE OF REPORTING PERSON IN

 

 

1	NAME OF REPORTING PERSON Andrew Leaf
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
		(a) [X]
		(b) [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS PF
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
	[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 50,000
	8	SHARED VOTING POWER -0-
	9	SOLE DISPOSITIVE POWER 50,000
	10	SHARED DISPOSITIVE POWER -0-

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 50,000
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
		[  ]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 0.25%
14	TYPE OF REPORTING PERSON IN

 

 

Explanatory Note

 

This Amendment No. 2 to Schedule 13D (this “Amendment”) relates to the common stock, par value $0.01 per share (“Common Stock”), of Wright Investors’ Service Holdings, Inc., a Delaware corporation (the “Issuer” or the “Company”) and amends the Amendment No. 1 to Schedule 13D filed by the Reporting Persons on June 21, 2019 (the “Amendment No. 1”). Except as specifically provided herein, this Agreement does not modify any of the information previously reported in the Amendment No. 1.

 

This Amendment is being filed by:

 

	(i)	Cove Street Capital, LLC, a Delaware limited liability company (“CSC”);
	(ii)	Jeffrey Bronchick (“Bronchick”)
	(iii)	Eugene Robin;
	(iv)	Paul Hinkle;
	(v)	Marshall Geller; and
	(vi)	Andrew Leaf

 

Item 4.

Purpose of the Transaction

 

This Amendment is being filed to report recent open-market purchases of securities of the Issuer by CSC.

 

Item 5.

Interest in Securities of the Issuer

 

(a) – (b) The aggregate number of shares of Common Stock to which this Schedule 13D relates is 2,080,879 shares of Common Stock, constituting approximately 10.54% of the outstanding Common Stock. All percentages set forth herein are based upon a total of 19,744,321 shares of Common Stock outstanding as of May 10, 2019, as reported on the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019.

 

(c) On July 8, 2019, CSC purchased 90,000 shares of the Common Stock of the Company at $0.40 per share and 7,000 shares of the Common Stock of the Company at $0.41 per share; on July 11, 2019, CSC purchased 100,000 shares of the Common Stock of the Company at $0.40 per share; and on July 12, 2019, CSC purchased 40,280 shares of Common Stock at $0.40 per share. All purchases were for cash in the open market. As a result, as of the date hereof, CSC beneficially owns 408,667 shares (the “CSC Shares”) representing 2.07% of the Company’s outstanding shares. Bronchick, as Chief Investment Officer of CSC, has shared voting power over the CSC Shares. CSC used the working capital of the funds and accounts managed by CSC in the purchase of the Shares.

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

None.

 

Item 7.

Material to be Filed as Exhibits

 

None.

 

 

SIGNATURES

 

After reasonable inquiry and to the best of the undersigned knowledge and belief, each of the undersigned certifies that the information set forth on this statement is true and correct.

 

Dated: July 19, 2019

 

	/s/ Jeffrey Bronchick
	Jeffrey Bronchick
	/s/ Eugene Robin
	Eugene Robin
	/s/ Paul Hinkle
	Paul Hinkle
	/s/ Marshall Geller
	Marshall Geller
	/s/ Andrew Leaf
	Andrew Leaf
	COVE STREET CAPITAL, LLC
	By:	/s/ Jeffrey Bronchick
	Name:	Jeffrey Bronchick
	Title:	Chief Investment Officer