Amended Statement of Ownership (sc 13g/a)
2018年9月11日 - 5:05AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
Under the Securities
Exchange Act of 1934
(Amendment No.
2)*
Jamba,
Inc.
(Name of Issuer)
Common Stock,
$0.001 par value
(Title of Class of
Securities)
47023A309
(CUSIP Number)
August 31, 2018
(Date of Event Which
Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
x
|
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 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 the 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).
Continued on following pages
Page 1 of 7 Pages
CUSIP NO.
47023A309
|
|
Page
2
of 7 Pages
|
CUSIP No.
47023A309
|
|
|
(1) Names of reporting persons
|
Nantahala Capital Management, LLC
|
(2) Check the appropriate box if a member of a group
|
(a)
|
(see instructions)
|
(b)
|
(3) SEC use only
|
|
(4) Citizenship or place of organization
|
MA
|
Number of shares beneficially owned by each reporting person with:
|
|
(5) Sole voting power
|
0
|
(6) Shared voting power
|
764,735
|
(7) Sole dispositive power
|
0
|
(8) Shared dispositive power
|
764,735
|
(9) Aggregate amount beneficially owned by each reporting person
|
764,735
|
(10) Check if the aggregate amount in Row (9) excludes certain shares
(see instructions)
|
|
(11) Percent of class represented by amount in Row (9)
|
4.9%
|
(12) Type of reporting person (see instructions)
|
IA
|
CUSIP NO.
47023A309
|
|
Page
3
of 7 Pages
|
CUSIP No.
47023A309
|
|
|
(1) Names of reporting persons
|
Wilmot B. Harkey
|
(2) Check the appropriate box if a member of a group
|
(a)
|
(see instructions)
|
(b)
|
(3) SEC use only
|
|
(4) Citizenship or place of organization
|
USA
|
Number of shares beneficially owned by each reporting person with:
|
|
(5) Sole voting power
|
0
|
(6) Shared voting power
|
764,735
|
(7) Sole dispositive power
|
0
|
(8) Shared dispositive power
|
764,735
|
(9) Aggregate amount beneficially owned by each reporting person
|
764,735
|
(10) Check if the aggregate amount in Row (9) excludes certain shares
(see instructions)
|
|
(11) Percent of class represented by amount in Row (9)
|
4.9%
|
(12) Type of reporting person (see instructions)
|
HC
|
CUSIP NO.
47023A309
|
|
Page
4
of 7 Pages
|
CUSIP No.
47023A309
|
|
|
(1) Names of reporting persons
|
Daniel Mack
|
(2) Check the appropriate box if a member of a group
|
(a)
|
(see instructions)
|
(b)
|
(3) SEC use only
|
|
(4) Citizenship or place of organization
|
USA
|
Number of shares beneficially owned by each reporting person with:
|
|
(5) Sole voting power
|
0
|
(6) Shared voting power
|
764,735
|
(7) Sole dispositive power
|
0
|
(8) Shared dispositive power
|
764,735
|
(9) Aggregate amount beneficially owned by each reporting person
|
764,735
|
(10) Check if the aggregate amount in Row (9) excludes certain shares
(see instructions)
|
|
(11) Percent of class represented by amount in Row (9)
|
4.9%
|
(12) Type of reporting person (see instructions)
|
HC
|
Item 1(a).
|
Name of Issuer:
|
|
|
|
Jamba, Inc. (the “Issuer”).
|
|
|
Item 1(b).
|
Address of the Issuer's Principal Executive Offices:
|
|
|
|
3001 Dallas Pkwy, Suite 140, Frisco, Texas 75034
|
|
|
Item 2(a).
|
Name of Person Filing
|
|
|
|
Nantahala Capital Management, LLC (“Nantahala”)
Wilmot B. Harkey
Daniel Mack (together the “Reporting Persons”)
|
|
|
Item 2(b).
|
Address of Principal Business Office or, if None, Residence:
|
|
|
|
19 Old Kings Highway S, Suite 200
Darien, CT 06820
|
Item 2(c).
|
Citizenship:
|
|
|
|
Nantahala is a Massachusetts limited
liability company.
Each of Messrs. Harkey and Mack is a citizen of the United States of America.
|
|
|
Item 2(d).
|
Title of Class
of Securities:
|
|
|
|
Common Stock, $0.001 par value
(the “Shares”).
|
CUSIP NO.
47023A309
|
|
Page
5
of 7 Pages
|
Item 2(e).
|
CUSIP Number:
|
|
|
|
47023A309
|
|
|
Item 3.
|
If this statement is filed
pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
|
|
|
|
(a)
¨
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b)
¨
Bank as defined in section 3(a)(6)
of the Act (15 U.S.C. 78c).
(c)
¨
Insurance company as defined
in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)
¨
Investment company registered
under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)
x
An investment adviser in accordance
with §240.13d-1(b)(1)(ii)(E).
(f)
¨
An employee benefit plan or endowment
fund in accordance with §240.13d-1(b)(1)(ii)(F).
(g)
x
A parent holding company or control
person in accordance with § 240.13d-1(b)(1)(ii)(G).
(h)
¨
A savings associations as defined
in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i)
¨
A church plan that is excluded
from the definition of an investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3).
(j)
¨
Group, in accordance with §240.13d-1(b)(1)(ii)(J).
|
Item
4.
|
Ownership:
|
|
|
Item 4(a).
|
Amount
Beneficially Owned:
As of August 31, 2018, Nantahala may be deemed to be the beneficial owner of 764,735 Shares held by funds
and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may
be deemed to be a beneficial owner of those Shares.
|
|
|
Item 4(b).
|
Percent
of Class:
As of August 31, 2018, each of the Reporting Persons may be deemed to be the beneficial owner of 4.9%
of the total number of Shares outstanding (based upon information provided by the Issuer on Form 10-Q filed August 13, 2018, there
were 15,640,617 Shares outstanding as of August 6, 2018).
|
CUSIP NO.
47023A309
|
|
Page
6
of 7 Pages
|
Item 4(c).
|
Number of shares as to which such person has:
|
|
|
|
Nantahala Capital
Management, LLC
|
|
|
|
|
|
(i)
|
|
Sole power to vote or direct the vote
|
|
|
0
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote
|
|
|
764,735
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of
|
|
|
0
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of
|
|
|
764,735
|
|
|
Each
of Messrs. Harkey and Mack:
|
|
|
|
(i)
|
|
Sole power to vote or direct the vote
|
|
|
0
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote
|
|
|
764,735
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of
|
|
|
0
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of
|
|
|
764,735
|
|
Item 5.
|
Ownership of Five Percent
or Less of a Class:
|
|
|
|
The Reporting Persons have ceased to be beneficial owners of more than five percent of the Common Stock.
|
|
|
Item 6.
|
Ownership of More than Five Percent
on Behalf of Another Person:
|
|
|
|
This Item 6 is not applicable.
|
|
|
Item 7.
|
Identification and Classification of
the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
|
|
|
|
Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially
owned by Nantahala, an investment adviser as described in §240.13d-1(b)(1)(ii)(E). See Item 4(a).
|
|
|
Item 8.
|
Identification and Classification of
Members of the Group:
|
|
|
|
This Item 8 is not applicable.
|
|
|
Item 9.
|
Notice of Dissolution of Group:
|
|
|
|
This Item 9 is not applicable.
|
CUSIP NO.
47023A309
|
|
Page
7
of 7 Pages
|
|
By signing below each Reporting Person certifies that, to the best of such person's knowledge and belief,
the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not
held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.
|
SIGNATURES
After reasonable inquiry
and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true,
complete, and correct.
Date: September 10,
2018
|
|
NANTAHALA CAPITAL MANAGEMENT,
LLC
|
|
|
|
|
|
By:
|
|
/s/
Paul E. Rehm
|
|
|
|
|
Paul E. Rehm
|
|
|
|
|
Chief Compliance Officer
|
|
|
|
|
|
|
|
/s/
Wilmot B. Harkey
|
|
|
Wilmot B.
Harkey
|
|
|
|
|
|
|
|
/s/
Daniel Mack
|
|
|
Daniel Mack
|
Jamba, Inc. (delisted) (NASDAQ:JMBA)
過去 株価チャート
から 12 2024 まで 12 2024
Jamba, Inc. (delisted) (NASDAQ:JMBA)
過去 株価チャート
から 12 2023 まで 12 2024
Real-Time news about Jamba, Inc. (delisted) (ナスダック市場): 0 recent articles
その他のJamba, Inc.ニュース記事