Filing Details

Accession Number:
0001062993-20-001068
Form Type:
13D Filing
Publication Date:
2020-02-19 09:30:34
Filed By:
Edenbrook Capital, Llc
Company:
Telaria Inc. (NYSE:TLRA)
Filing Date:
2020-02-19
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Edenbrook Capital 0 2,021,345 0 2,021,345 2,021,345 4.25%
Edenbrook Long Only Value Fund 0 1,690,507 0 1,690,507 1,690,507 3.56%
Jonathan Brolin 0 2,021,345 0 2,021,345 2,021,345 4.25%
Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934 (Amendment No. 9)

Telaria, Inc.

(Name of Issuer)


Common Stock, par value $0.0001 per share

(Title of Class of Securities)


879181105

(CUSIP Number)


Jonathan Brolin

Edenbrook Capital, LLC

116 Radio Circle

Mount Kisco, NY 10549

(914) 239-3117

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

February 19, 2020

(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).

SCHEDULE 13D/A

CUSIP No.

879181105


1

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Edenbrook Capital, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  [  ]

(b)  [  ]

3

SEC USE ONLY

 

4

SOURCE OF FUNDS (See Instructions)

AF

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)

                                                                  [  ]

6

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

-0-

 

8

SHARED VOTING POWER

 

2,021,345

 

9

SOLE DISPOSITIVE POWER

 

-0-

 

10

SHARED DISPOSITIVE POWER

 

2,021,345

 

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,021,345

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 [  ]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

4.25%

14

TYPE OF REPORTING PERSON (See Instructions)

IA,OO

         

Page 2

SCHEDULE 13D/A

CUSIP No.

879181105


1

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Edenbrook Long Only Value Fund, LP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  [  ]

(b)  [  ]

3

SEC USE ONLY

 

4

SOURCE OF FUNDS (See Instructions)

WC

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

 

-0-

 

8

SHARED VOTING POWER

 

1,690,507

 

9

SOLE DISPOSITIVE POWER

 

-0-

 

10

SHARED DISPOSITIVE POWER

 

1,690,507

 

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,690,507

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 [  ]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

3.56%

14

TYPE OF REPORTING PERSON (See Instructions)

PN

         

Page 3

SCHEDULE 13D/A

CUSIP No.

879181105


1

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Jonathan Brolin

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  [  ]

(b)  [  ]

3

SEC USE ONLY

 

4

SOURCE OF FUNDS (See Instructions)

AF

5

CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)

                                                                  [  ]

6

CITIZENSHIP OR PLACE OF ORGANIZATION

New York

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

-0-

 

8

SHARED VOTING POWER

 

2,021,345

 

9

SOLE DISPOSITIVE POWER

 

-0-

 

10

SHARED DISPOSITIVE POWER

 

2,021,345

 

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,021,345

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

 [  ]

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

4.25%

14

TYPE OF REPORTING PERSON (See Instructions)

IN

         

Page 4

This Amendment No. 9 ("Amendment No. 9") amends and supplements the statements on Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on March 7, 2018 (the "Original Schedule 13D"), Amendment No 1 to the Original Schedule 13D filed with the SEC on May 30, 2018 ("Amendment No. 1"), Amendment No. 2 to the Original Schedule 13D filed with the SEC on August 22, 2018 ("Amendment No. 2"), Amendment No. 3 filed with the SEC on November 13, 2018 ("Amendment No.3"), Amendment No. 4 filed with the SEC on December 28, 2018 ("Amendment No. 4"), Amendment No. 5 filed with the SEC on August 30, 2019 ("Amendment No. 5"), Amendment No. 6 filed with the SEC on January 10, 2020 ("Amendment No. 6"), Amendment No. 7 filed with the SEC on February 12, 2020 ("Amendment No. 7") and Amendment No. 8 filed with the SEC on February 19, 2020 ("Amendment No. 8")  and together with the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No.4, Amendment No. 5, Amendment No. 6 Amendment No. 7 and this Amendment No. 9, the ("Schedule 13D"), with respect to the Common Stock, par value $0.0001 per share (the "Common Stock") of Telaria, Inc., a Delaware corporation (the "Issuer").  Capitalized terms used herein and not otherwise defined in this Amendment No. 9 have the meanings set forth in the Schedule 13D.  This Amendment No 9 amends Items 3.

Item 3. Source and Amount of Funds or Other Considerations

Shares reported represent 2,021,345 shares of Common Stock of the Issuer.

The Reporting Persons used a total of approximately $6,946,250 (including commissions, if any) to acquire the Common Stock reported in this Schedule 13D. The Common Stock was purchased with the investment capital of the Fund and certain other private investments funds advised by Edenbrook.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

February 19, 2020

 

Dated

EDENBROOK CAPITAL, LLC

 

/s/ Jonathan Brolin

 

Signature

 

Name: Jonathan Brolin

Title: Managing Member

EDENBROOK LONG ONLY VALUE FUND, LP

BY: Edenbrook Capital Partners, LLC

Its General Partner

/s/ Jonathan Brolin

 

Signature

 

Name: Jonathan Brolin

Page 5

Title: Managing Member

/s/ Jonathan Brolin

 

Signature

 

JONATHAN BROLIN