Filing Details

 

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D/A

 

Information to be Included in Statements Filed Pursuant to
Rule 13d-11(a) and Amendments Thereto Filed Pursuant to Rule 13d-2(a)

 

Securities Exchange Act of 1934
(Amendment No. 7)

 

(Name of Issuer)

 

(Title of Class of Securities)

 

(CUSIP Number)

 

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

 

(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 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 in 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).

 

 

 

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Item 1.      Security and Issuer

 

This Amendment No. 7 amends the Schedule 13D originally filed by the Reporting Persons on August 25, 2010, as previously amended on June 7, 2012, June 29, 2012, February 27, 2015, October 7, 2015, October 28, 2015 and January 25, 2016 with respect to the Common Stock, $0.001 par value per share (the Common Stock), of LiquidMetal Technologies, Inc. (the Issuer).

 

For purposes of the original 13D and Amendments 1, 2 and 3 thereto, the Reporting Persons were Norden, LLC (Norden), Visser Precision Cast, LLC (VPC), Furniture Row, LLC (Furniture Row) and Barney D. Visser.  Norden no longer owns any shares of Common Stock, and it is not acting together with the Reporting Persons to acquire, hold, vote or dispose of Common Stock.  As a result, Norden is no longer a Reporting Person for purposes of this Schedule 13D.

 

Except as set forth herein, disclosure in Amendment No. 6 to this Schedule 13D is unchanged.

 

Item 2.      Identity and Background

 

No material change.

 

Item 3.      Source and Amount of Funds or Other Consideration

 

No material change.

 

Item 4.      Purpose of Transaction

 

No material change.

 

Item 5.      Interest in Securities of the Issuer

 

Item 5 is hereby amended to provide as follows:

 

Since the filing of Amendment No. 6 to this Schedule 13D, VPC sold shares of Common Stock in the transactions listed below.  No other transactions in the Common Stock have been effected by the Reporting Persons during that time.

 

Date		Number of Shares		Weighted Average Price Per Share		Price Range Per Share
1/25/2016		243,168		0.09		.090-.090
2/2/2016		2,000,000		0.0807		.080-.086
2/3/2016		276,947		0.08		.080-.080
2/4/2016		668,928		0.08		.080-.080
2/5/2016		158,700		0.0803		.081-.083
2/23/2016		42,942		0.08		.080-.080
2/26/2016		500,000		0.08		.080-.080
3/1/2016		184,495		0.08		.080-.080
3/2/2016		248,600		0.08		.080-.080
3/7/2016		213,059		0.0803		.080-.083
3/9/2016		395,050		0.08		.080-.080
3/10/2016		500,000		0.08		.080-.080
3/11/2016		500,000		0.08		.080-.080

 

The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer or the Staff of the SEC, upon request, information regarding the number shares sold at each price within the ranges set forth above.

 

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After giving effect to such sales, the Reporting Persons beneficial ownership of Common Stock is as follows:

 

VPC is the direct owner of 3,392,301 shares of Common Stock and the direct owner of a Warrant that, after giving effect to anti-dilution adjustments made through June 30, 2015, may be exercised to purchase 18,860,445 shares of Common Stock (the Warrant Shares).  The 3,392,301 shares of Common Stock and the 18,860,445 Warrant Shares represent direct beneficial ownership of approximately 4.5% of the outstanding shares of Common Stock; and

 

Mr. Visser and Furniture Row control VPC.  As a result, Mr. Visser and Furniture Row may be deemed to be the indirect beneficial owners of the 3,392,301 shares of Common Stock that are owned by VPC and the 18,860,445 Warrant Shares that are beneficially owned by VPC.  As a result, Mr. Visser and Furniture Row may be deemed to be the indirect beneficial owners of approximately 4.5% of the outstanding shares of Common Stock.

 

The ownership percentages above are based on the Issuer having a total of 496,009,930 shares of outstanding Common Stock, as disclosed in the Issuers Form 10-K dated March 7, 2016.

 

Item 6.          Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

No material change.

 

Item 7.          Material to be Filed as Exhibits

 

The Reporting Persons Joint Filing Agreement is attached hereto as Exhibit A.

 

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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.

 

 

Dated: March 17, 2016		BARNEY D. VISSER
		/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Power of Attorney
		FURNITURE ROW, LLC
		/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Vice President
		VISSER PRECISION CAST, LLC
		/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Vice President

 

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EXHIBIT A

JOINT FILING AGREEMENT

 

The undersigned agree that this Amendment No. 7 to Schedule 13D relating to the Common Stock of Liquidmetal Technologies, Inc. shall be filed on behalf of the undersigned.

 

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of March 17, 2016.

 

		BARNEY D. VISSER
	By:	/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Attorney-in-Fact
		Pursuant to Power of Attorney
		FURNITURE ROW, LLC
	By:	/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Vice President
		VISSER PRECISION CAST, LLC
	By:	/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Vice President

 

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