(Amendment
No. 1)
If the filing person has previously filed
a statement on Schedule 13G to report the acquisition which 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
¨
CUSIP No.
98416J118
|
13D/A
|
Page 2 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Partners Small Cap Value, L.P. I 13-3953291
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX 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
544,675 (See Item 5)
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
544,675 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
544,675 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.37%
|
14
|
TYPE OF REPORTING PERSON*
PN
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 3 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Partners Small Cap Value, L.P. 13-3688497
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX 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
344,662 (See Item 5)
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
344,662 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
344,662 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.13%
|
14
|
TYPE OF REPORTING PERSON*
PN
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 4 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Small Cap Value Offshore Fund, Ltd. (No
IRS Identification No.)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
212,413 (See Item 5)
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
212,413 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,413 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.31%
|
14
|
TYPE OF REPORTING PERSON*
CO
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 5 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Capital, Inc. Profit Sharing & Money
Purchase Plan
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
N/A
|
5
|
CHECK BOX 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
50,500 (See Item 5)
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
50,500 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
50,500 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.31%
|
14
|
TYPE OF REPORTING PERSON*
EP
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 6 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Capital Management, LLC 13-4018186
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
N/A
|
5
|
CHECK BOX 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
889,337 (See Item 5)
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
889,337 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
889,337 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.50%
|
14
|
TYPE OF REPORTING PERSON*
OO
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 7 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wynnefield Capital, Inc. 13-3688495
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
N/A
|
5
|
CHECK BOX 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
212,413 (See Item 5)
|
8
|
SHARED VOTING POWER
0 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
212,413 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
0 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,413 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.31%
|
14
|
TYPE OF REPORTING PERSON*
CO
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 8 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Nelson Obus
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
N/A
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0 (See Item 5)
|
8
|
SHARED VOTING POWER
1,152,250 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
0 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
1,152,250 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,152,250 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.13%
|
14
|
TYPE OF REPORTING PERSON*
IN
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 9 of 15
|
1
|
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joshua Landes
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
¨
(b)
x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
N/A
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e)
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0 (See Item 5)
|
8
|
SHARED VOTING POWER
1,152,250 (See Item 5)
|
9
|
SOLE DISPOSITIVE POWER
0 (See Item 5)
|
10
|
SHARED DISPOSITIVE POWER
1,152,250 (See Item 5)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,152,250 (See Item 5)
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.13%
|
14
|
TYPE OF REPORTING PERSON*
IN
|
|
|
|
|
CUSIP No.
98416J118
|
13D/A
|
Page 10 of 15
|
Item 1. Security and Issuer.
This Amendment
No. 1 amends the Statement of Beneficial Ownership on Schedule 13D originally filed with the Securities and Exchange
Commission (the “Commission”) on May 3, 2017 (collectively, the “Schedule 13D”) with respect to the
shares of common stock, $0.001 par value per share (the “Common Stock”) of Xerium Technologies, Inc., a Delaware
corporation (the “Issuer”). The Issuer maintains its principal executive office at 14101 Capital Boulevard,
Youngsville, North Carolina 27596. Unless specifically amended hereby the disclosures set forth in the Schedule 13D shall
remain unchanged. Capitalized terms used but not defined herein shall have the meaning set forth in the Schedule 13D.
Item 3. Source and Amount of Funds or
Other Consideration.
Item 3 of the
Schedule 13D is hereby amended and restated as follows:
The securities reported in this Schedule 13D as directly beneficially owned by
the Wynnefield Reporting Persons were acquired with funds of approximately $8,452,808 (including brokerage commissions).
All such funds were provided from the working capital or personal funds of the Wynnefield Reporting Persons who directly
beneficially own such securities.
Item 4. Purpose of the Transaction
Item 4 of the
Schedule 13D is hereby amended by the addition of the following:
The Wynnefield Reporting
Persons continue to find no convincing reason as to why the Issuer’s Board of Directors determined to remove Harold Bevis
from his role as the Issuer’s President and Chief Executive Officer. This without cause termination took place following
the Issuer’s release of its first quarter 2017 earnings which the Wynnefield Reporting Persons believe evidenced clear signs
that the challenging turnaround of the Issuer’s operations had begun to take hold, which the Wynnefield Reporting Persons
attribute directly to the efforts of Mr. Bevis.
Due to the long lead
time nature of the Issuer’s business, the Wynnefield Reporting Persons note to its fellow shareholders that it will take
several quarters for the financial consequences of the Issuer’s decision to replace Mr. Bevis with a new CEO to be apparent.
The Wynnefield Reporting Persons intend to continue to carefully scrutinize the Issuer’s future order backlog results as
well as track any change in the Issuer’s previously stated earnings or revenue projections in order to monitor and verify
the success or failure of this extreme action undertaken by Mr. Jim Wilson, the Issuer’s Chairman. Moving forward, the trust
of the Wynnefield Reporting Persons along with its fellow shareholders can only be gained through the Issuer’s positive financial
performance.
Other than as set forth
in this Item 4, the Wynnefield Reporting Persons do not have any current plans, proposals or negotiations that relate to or would
result in any of the matters referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D. The Wynnefield Reporting Persons
intend to review their investment in the Issuer on a continuing basis, and to the extent permitted by law, may seek to engage in
discussions with other stockholders and/or with management and the Board of the Issuer concerning the business, operations or future
plans of the Issuer. Depending on various factors including, without limitation, the Issuer’s financial position, the price
levels of the shares of Common Stock, conditions in the securities markets and general economic and industry conditions, the Wynnefield
Reporting Persons may, in the future take such actions with respect to their investment in the Issuer as they deem appropriate
including, without limitation, purchasing additional shares of Common Stock, selling shares of Common Stock, engaging in short
selling of or any hedging or similar transaction with respect to the Common Stock, taking any other action with respect to the
Issuer or any of its securities in any manner permitted by law or changing its intention with respect to any and all matters referred
to in paragraphs (a) through (j) of Item 4.
CUSIP No.
98416J118
|
13D/A
|
Page 11 of 15
|
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby amended and restated as
follows:
(a), (b) and
(c) As of June 23, 2017, the Wynnefield Reporting Persons beneficially owned in the aggregate 1,152,250 shares of Common
Stock, constituting approximately 7.13% of the outstanding shares of Common Stock. The percentage of shares of Common Stock
reported as being beneficially owned by the Wynnefield Reporting Persons is based upon 16,167,949 shares outstanding as of
May 2, 2017, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the period ended March 31, 2017, filed
with the Commission on May 3, 2017.
The following table
sets forth certain information with respect to shares of Common Stock directly beneficially owned by the Wynnefield Reporting Persons
listed below:
Name
|
Number of Common Stock
|
Percentage of Outstanding Common Stock
|
|
|
|
Wynnenfield Partners I
|
544,675
|
3.37%
|
|
|
|
Wynnefield Partners
|
344,662
|
2.13%
|
|
|
|
Wynnefield Offshore
|
212,413
|
1.31%
|
|
|
|
Plan
|
50,500
|
0.31%
|
WCM is the sole general
partner of Wynnefield Partners and Wynnefield Partners I and, accordingly, may be deemed to be the indirect beneficial owner (as
that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that Wynnefield Partners and Wynnefield Partners
I beneficially own. WCM, as the sole general partner of Wynnefield Partners and Wynnefield Partners I, has the sole power to direct
the voting and disposition of the Common Stock that Wynnefield Partners and Wynnefield Partners I beneficially own. Messrs. Obus
and Landes are the co-managing members of WCM and, accordingly, each of Messrs. Obus and Landes may be deemed to be the indirect
beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that WCM may be deemed to
beneficially own. Each of Messrs. Obus and Landes, as co-managing members of WCM, share the power to direct the voting and disposition
of the shares of Common Stock that WCM may be deemed to beneficially own.
CUSIP No.
98416J118
|
13D/A
|
Page 12 of 15
|
WCI is the sole investment
manager of Wynnefield Offshore and, accordingly, may be deemed to be the indirect beneficial owner (as that term is defined under
Rule 13d-3 under the Exchange Act) of the Common Stock that Wynnefield Offshore beneficially owns. WCI, as the sole investment
manager of Wynnefield Offshore, has the sole power to direct the voting and disposition of the Common Stock that Wynnefield Offshore
beneficially owns. Messrs. Obus and Landes are executive officers of WCI and, accordingly, each may be deemed to be the indirect
beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that WCI may be deemed to
beneficially own. Messrs. Obus and Landes, as executive officers of WCI, share the power to direct the voting and disposition of
the shares of Common Stock that WCI may be deemed to beneficially own.
The Plan is an employee profit sharing
plan. Messrs. Obus and Landes are the co-trustees of the Plan and accordingly, Messrs. Obus and Landes may be deemed to be the
indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the shares of Common Stock that
the Plan may be deemed to beneficially own. Each of Messrs. Obus and Landes, as the trustees of the Plan, shares with the other
the power to direct the voting and disposition of the shares of Common Stock beneficially owned by the Plan.
Beneficial
ownership of the Common Stock shown on the cover pages of and set forth elsewhere in this Schedule 13D for each member of the
Wynnefield Reporting Persons assumes that they have not formed a group for purposes of Section 13(d)(3) under the Exchange
Act, and Rule 13d-5(b)(1) promulgated thereunder. If the members of the Wynnefield Reporting Persons were deemed to have
formed a group for purposes of Section 13(d)(3) and Rule 13d-5(b)(1), the group would be deemed to own beneficially (and may
be deemed to have shared voting and dispositive power over) in the aggregate 1,152,250 shares of Common Stock, constituting
approximately 7.13% of the outstanding shares of Common Stock. The percentage of shares of Common Stock reported as being
beneficially owned by the Wynnefield Reporting Persons is based upon 16,167,949 shares outstanding as of May 2, 2017, set
forth in the Issuer’s Quarterly Report on Form 10-Q for the period ended March 31, 2017 filed with the Commission on
May 3, 2017.
The filing of this
Schedule 13D and any future amendment by the Wynnefield Reporting Persons, and the inclusion of information herein and therein
with respect to WCM, WCI and Messrs. Obus and Landes, shall not be considered an admission that any of such persons, for the purpose
of Section 16(b) of the Exchange Act, are the beneficial owners of any shares in which such persons do not have a pecuniary interest.
Each of WCM, WCI and Messrs. Obus and Landes disclaims any beneficial ownership of the shares covered by this Schedule 13D.
The Wynnefield Reporting
Persons have acquired shares of Common Stock during the last 60 days as follows:
CUSIP No.
98416J118
|
13D/A
|
Page 13 of 15
|
Name
|
Date
|
Type
|
Quantity
|
Price
|
Wynnefield Partners I
|
5/1/17
|
Purchase
|
5,791
|
$6.79
|
Wynnefield Partners I
|
5/3/17
|
Purchase
|
11,403
|
$6.98
|
Wynnefield Partners I
|
5/4/17
|
Purchase
|
1,282
|
$7.00
|
Wynnefield Partners I
|
5/5/17
|
Purchase
|
1,492
|
$7.00
|
Wynnefield Partners I
|
5/8/17
|
Purchase
|
4,712
|
$6.99
|
Wynnefield Partners I
|
5/9/17
|
Purchase
|
2,053
|
$6.99
|
Wynnefield Partners I
|
5/10/17
|
Purchase
|
13,744
|
$6.99
|
Wynnefield Partners I
|
5/11/17
|
Purchase
|
1,151
|
$7.00
|
Wynnefield Partners I
|
5/12/17
|
Purchase
|
1,681
|
$7.00
|
Wynnefield Partners I
|
5/15/17
|
Purchase
|
300
|
$7.00
|
Wynnefield Partners I
|
5/17/17
|
Purchase
|
19,996
|
$7.00
|
Wynnefield Partners I
|
5/17/17
|
Purchase
|
4,333
|
$6.99
|
Wynnefield Partners I
|
5/18/17
|
Purchase
|
205
|
$6.99
|
Wynnefield Partners I
|
5/22/17
|
Purchase
|
300
|
$6.99
|
Wynnefield Partners I
|
5/23/17
|
Purchase
|
1,315
|
$7.00
|
Wynnefield Partners I
|
5/24/17
|
Purchase
|
228
|
$7.00
|
Wynnefield Partners I
|
5/26/17
|
Purchase
|
2,501
|
$7.00
|
Wynnefield Partners I
|
5/30/17
|
Purchase
|
2,501
|
$7.00
|
Wynnefield Partners I
|
6/9/17
|
Purchase
|
9,976
|
$7.05
|
Wynnefield Partners I
|
6/21/17
|
Purchase
|
876
|
$7.00
|
Wynnefield Partners I
|
6/22/17
|
Purchase
|
22,527
|
$7.00
|
|
|
|
|
|
Wynnefield Partners
|
5/1/17
|
Purchase
|
3,660
|
$6.79
|
Wynnefield Partners
|
5/3/17
|
Purchase
|
7,203
|
$6.98
|
Wynnefield Partners
|
5/4/17
|
Purchase
|
809
|
$7.00
|
Wynnefield Partners
|
5/5/17
|
Purchase
|
942
|
$7.00
|
Wynnefield Partners
|
5/8/17
|
Purchase
|
2,975
|
$6.98
|
Wynnefield Partners
|
5/9/17
|
Purchase
|
1,296
|
$6.99
|
Wynnefield Partners
|
5/10/17
|
Purchase
|
8,678
|
$6.99
|
Wynnefield Partners
|
5/11/17
|
Purchase
|
727
|
$7.00
|
Wynnefield Partners
|
5/12/17
|
Purchase
|
1,061
|
$7.00
|
Wynnefield Partners
|
5/15/17
|
Purchase
|
189
|
$7.00
|
Wynnefield Partners
|
5/17/17
|
Purchase
|
12,628
|
$7.00
|
Wynnefield Partners
|
5/17/17
|
Purchase
|
2,736
|
$6.99
|
Wynnefield Partners
|
5/18/17
|
Purchase
|
130
|
$6.99
|
Wynnefield Partners
|
5/22/17
|
Purchase
|
189
|
$6.99
|
Wynnefield Partners
|
5/23/17
|
Purchase
|
830
|
$7.00
|
Wynnefield Partners
|
5/24/17
|
Purchase
|
144
|
$7.00
|
Wynnefield Partners
|
5/26/17
|
Purchase
|
1,580
|
$7.00
|
Wynnefield Partners
|
5/30/17
|
Purchase
|
1,578
|
$7.00
|
Wynnefield Partners
|
6/9/17
|
Purchase
|
6,314
|
$7.05
|
Wynnefield Partners
|
6/21/17
|
Purchase
|
555
|
$7.00
|
Wynnefield Partners
|
6/22/17
|
Purchase
|
14,261
|
$7.00
|
|
|
|
|
|
Wynnefield Offshore
|
5/1/17
|
Purchase
|
2,149
|
$6.79
|
Wynnefield Offshore
|
5/3/17
|
Purchase
|
4,231
|
$6.98
|
Wynnefield Offshore
|
5/4/17
|
Purchase
|
472
|
$7.00
|
Wynnefield Offshore
|
5/5/17
|
Purchase
|
550
|
$7.00
|
Wynnefield Offshore
|
5/8/17
|
Purchase
|
1,729
|
$6.98
|
Wynnefield Offshore
|
5/9/17
|
Purchase
|
754
|
$6.99
|
Wynnefield Offshore
|
5/10/17
|
Purchase
|
5,050
|
$6.99
|
Wynnefield Offshore
|
5/11/17
|
Purchase
|
422
|
$7.00
|
Wynnefield Offshore
|
5/12/17
|
Purchase
|
616
|
$7.00
|
Wynnefield Offshore
|
5/15/17
|
Purchase
|
111
|
$7.00
|
Wynnefield Offshore
|
5/17/17
|
Purchase
|
7,376
|
$7.00
|
Wynnefield Offshore
|
5/17/17
|
Purchase
|
1,598
|
$6.99
|
Wynnefield Offshore
|
5/18/17
|
Purchase
|
76
|
$6.99
|
Wynnefield Offshore
|
5/22/17
|
Purchase
|
111
|
$6.99
|
Wynnefield Offshore
|
5/23/17
|
Purchase
|
487
|
$7.00
|
Wynnefield Offshore
|
5/24/17
|
Purchase
|
85
|
$7.00
|
Wynnefield Offshore
|
5/26/17
|
Purchase
|
919
|
$7.00
|
Wynnefield Offshore
|
5/30/17
|
Purchase
|
921
|
$7.00
|
Wynnefield Offshore
|
6/9/17
|
Purchase
|
3,710
|
$7.05
|
Wynnefield Offshore
|
6/21/17
|
Purchase
|
319
|
$7.00
|
Wynnefield Offshore
|
6/22/17
|
Purchase
|
8,212
|
$7.00
|
(d) and (e). Not Applicable.
CUSIP No.
98416J118
|
13D/A
|
Page 14 of 15
|
SIGNATURE
After reasonable inquiry and to the best
of their knowledge and belief, the undersigned certify that the information set forth in this Schedule 13D is true, complete and
correct.
Dated:
June 28, 2017
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. I
By: Wynnefield Capital Management, LLC,
its General Partner
By:
/s/ Nelson Obus
Nelson Obus, Co-Managing Member
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P.
By: Wynnefield Capital Management, LLC,
its General Partner
By:
/s/ Nelson Obus
Nelson Obus, Co-Managing Member
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD.
By: Wynnefield Capital, Inc.,
its Investment Manager
By:
/s/ Nelson Obus
Nelson Obus, President
WYNNEFIELD CAPITAL INC. PROFIT SHARING &
MONEY
PURCHASE PLAN
By:
/s/ Nelson Obus
Nelson Obus, Co-Trustee
WYNNEFIELD CAPITAL MANAGEMENT, LLC
By:
/s/ Nelson Obus
Nelson Obus, Co-Managing Member
WYNNEFIELD CAPITAL, INC.
By:
/s/ Nelson Obus
Nelson Obus, President
CUSIP No.
98416J118
|
13D/A
|
Page 15 of 15
|
/s/ Nelson Obus
Nelson Obus, Individually
/s/ Joshua Landes
Joshua Landes, Individually