Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

 

CAPITAL SOUTHWEST CORP.

(Name of Issuer)

Common Stock, $0.25 par value

(Title of Class Securities)

140501107

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:**

☒ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

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

**	Moab Capital Partners, LLC and Michael M. Rothenberg are filing this Schedule 13G pursuant to Rule 13d-1(b). Moab Partners, L.P. is filing this Schedule 13G pursuant to Rule 13d-1(c).

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).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

 

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CUSIP No. 140501107		Page 2 of 10 Pages

 

1		NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).   Moab Capital Partners, LLC 20-4093001
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A)  ☐        (B)  ☐
3		SEC USE ONLY
4		CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH				5		SOLE VOTING POWER   1,630,852
				6		SHARED VOTING POWER   0
				7		SOLE DISPOSITIVE POWER   1,630,852
				8		SHARED DISPOSITIVE POWER   0
9		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   1,630,852
10		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
11		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   10.22%
12		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   IA

 

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CUSIP No. 140501107		Page 3 of 10 Pages

 

1		NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).   Moab Partners, L.P. 20-4092810
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A)  ☐        (B)  ☐
3		SEC USE ONLY
4		CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH				5		SOLE VOTING POWER   1,529,071
				6		SHARED VOTING POWER   0
				7		SOLE DISPOSITIVE POWER   1,529,071
				8		SHARED DISPOSITIVE POWER   0
9		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   1,529,071
10		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
11		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   9.58%
12		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   PN

 

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CUSIP No. 140501107		Page 4 of 10 Pages

 

1		NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).   Michael M. Rothenberg
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A)  ☐        (B)  ☐
3		SEC USE ONLY
4		CITIZENSHIP OR PLACE OF ORGANIZATION   United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH				5		SOLE VOTING POWER   1,630,852
				6		SHARED VOTING POWER   0
				7		SOLE DISPOSITIVE POWER   1,630,852
				8		SHARED DISPOSITIVE POWER   0
9		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   1,630,852
10		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
11		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   10.22%
12		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)   IN, HC

 

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Page 5 of 10 Pages

 

Item 1.

 

(a)

Name of Issuer

Capital Southwest Corp.

 

(b)

Address of Issuers Principal Executive Offices

5400 Lyndon B. Johnson Freeway, Suite 1300

Dallas, Texas 75230

Item 2.

 

(a)

Name of Person Filing

This Schedule 13G is being filed on behalf of Moab Capital Partners, LLC (Moab LLC); Moab Partners, L.P. (Moab LP); and Mr. Michael M. Rothenberg (each, a Reporting Person).

 

(b)

Address of Principal Business office or, if None, Residence

For each Reporting Person,

15 East 62^nd Street

New York, New York 10065

 

(c)

Citizenship

Moab LLC is a Delaware limited liability company

Moab LP is a Delaware limited partnership

Mr. Rothenberg is a United States citizen

 

(d)

Title of Class of Securities

Common Stock, $0.25 par value

 

(e)

CUSIP Number

140501107

 

Item 3.

If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

 

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Page 6 of 10 Pages

 

 

*	Moab LLC is an investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E).

**	Mr. Rothenberg is a control person of Moab LLC in accordance with §240.13d-1(b)(1)(ii)(G).

 

Item 4.

Ownership

For each Mr. Rothenberg and Moab LLC:

(a) Amount beneficially owned: 1,630,852

(b) Percent of class: 10.22%*

(c) Number of shares to which the Mr. Rothenberg and Moab LLC have:

(i) Sole power to vote or to direct the vote: 1,630,852

(ii) Shared power to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 1,630,852

(iv) Shared power to dispose or to direct the disposition of: 0

For Moab LP:

(a) Amount beneficially owned: 1,529,071

(b) Percent of class: 9.58%*

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Page 7 of 10 Pages

 

(c) Number of shares to which the Moab LP has:

(i) Sole power to vote or to direct the vote: 1,529,071

(ii) Shared power to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 1,529,071

(iv) Shared power to dispose or to direct the disposition of: 0

 

*	The Companys quarterly report filed on February 7, 2017 indicated that the total number of shares of Common Stock outstanding was 15,965,025 as of December 31, 2016.

Moab LP and a separately managed account are managed by Moab LLC on a discretionary basis. Moab LLC, in its capacity as investment adviser to Moab LP and the separately managed account, may be deemed to be the beneficial owner of the securities owned by Moab LP and the separate account, as in its capacity as investment adviser it has the power to dispose of, direct the disposition of, and vote such securities.

Michael M. Rothenberg is an owner and a Managing Member of Moab LLC. As a control person of Moab LLC, Mr. Rothenberg may be deemed to beneficially own the securities owned by Moab LP and the separately managed account. Pursuant to Rule 13d-4, Michael M. Rothenberg and Moab LLC each disclaim beneficial ownership of the securities owned by Moab LP and the separately managed account.

 

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class securities, check the following ☐

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

See Item 4 above.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

N/A

 

Item 8.

Identification and Classification of Members of the Group.

N/A

 

Item 9.

Notice of Dissolution of Group.

N/A

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Page 8 of 10 Pages

 

Item 10.

Certification:

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose or with the effect of changing or influencing the control of the issuer and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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Page 9 of 10 Pages

 

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.

Date: February 9, 2017