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Lawrence M. Stern	Philip R. Weingold, Esq.
Stern Family Partners, L.P.	Kramer Levin Naftalis & Frankel LLP
708 Third Avenue, Suite 1610	1177 Avenue of the Americas
New York, NY 10017	New York, NY 10036
(212) 832-1200	(212) 715-9435

 

 

 

 

 

1	NAMES OF REPORTING PERSONS   Stern Family Partners, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions) (a)    o      (b)   x
3	SEC USE ONLY
4	SOURCE OF FUNDS (See instructions)   WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)         o
6	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER   429,026
		8	SHARED VOTING POWER   0
		9	SOLE DISPOSITIVE POWER   429,026
		10	SHARED DISPOSITIVE POWER   0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   429,026
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   5.34%
14	TYPE OF REPORTING PERSON (See instructions) PN

 

 

1	NAMES OF REPORTING PERSONS   Lawrence M. Stern
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions) (a)  o (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS (See instructions) OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)   o
6	CITIZENSHIP OR PLACE OF ORGANIZATION   U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER   429,026 (1)
		8	SHARED VOTING POWER   0
		9	SOLE DISPOSITIVE POWER   429,026 (1)
		10	SHARED DISPOSITIVE POWER   0
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   429,026 (1)
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   5.34%
14	TYPE OF REPORTING PERSON (See instructions) IN

 

 

 

 

 

 

(a)

Stern Family Partners beneficially owns 429,026 shares of Common Stock, which constitutes approximately 5.34% of the outstanding shares of Common Stock. Because of his position as the sole general partner of Stern Family Partners, Mr. Stern may, pursuant to Rule 13d-3 under the Act, be deemed to be the beneficial owner of the 429,026 shares of Common Stock held by Stern Family Partners, which constitutes approximately 5.34% of the outstanding shares of Common Stock.  Mr. Stern disclaims beneficial ownership of any such shares except to the extent of his pecuniary interest therein.

(b)

Stern Family Partners has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 429,026 shares of Common Stock. As the sole general partner of Stern Family Partners, Mr. Stern may be deemed to have sole power to vote or to direct the vote and to dispose or to direct the disposition of 429,026 shares of Common Stock held by Stern Family Partners.

(c)	From April 12, 2013 through June 12, 2013, Stern Family Partners effected the transactions in the Company’s securities (all of which transactions were effected in the open market) set forth on Schedule A attached hereto.