0001315863-21-000563.txt : 20210702 0001315863-21-000563.hdr.sgml : 20210702 20210702160555 ACCESSION NUMBER: 0001315863-21-000563 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210702 DATE AS OF CHANGE: 20210702 GROUP MEMBERS: BRADBURY DYER III GROUP MEMBERS: PARAGON JV PARTNERS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IRIDEX CORP CENTRAL INDEX KEY: 0001006045 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 770210467 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48169 FILM NUMBER: 211069961 BUSINESS ADDRESS: STREET 1: 1212 TERRA BELLA AVE CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 BUSINESS PHONE: 6509404700 MAIL ADDRESS: STREET 1: 1212 TERRA BELLA AVENUE CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PARAGON ASSOCIATES & PARAGON ASSOCIATES II JOINT VENTURE CENTRAL INDEX KEY: 0001047859 IRS NUMBER: 751956332 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 260 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2148713700 MAIL ADDRESS: STREET 1: 500 CRESCENT COURT STREET 2: SUITE 260 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: PARAGON ASSOCIATES, PARAGON ASSOCIATES II JOINT VENTURE & PARAGON ASSOCIATES III JOINT VENTURE DATE OF NAME CHANGE: 20150723 FORMER COMPANY: FORMER CONFORMED NAME: PARAGON ASSOCIATES & PARAGON ASSOCIATES II JOINT VENTURE DATE OF NAME CHANGE: 19971015 SC 13D/A 1 sc_13da_iridexcorp.htm
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13D/A
(Rule 13d-101)

(Amendment No. 6)

Under the Securities Exchange Act of 1934

Iridex Corporation
_____________________________________________________________________________
(NAME OF ISSUER)

Shares of Common Stock, $0.01 par value
_____________________________________________________________________________
(Title of Class of Securities)

462684101
_____________________________________________________________________________
(CUSIP NUMBER)

Paragon Associates and Paragon Associates II Joint Venture
500 Crescent Court, Suite 260
Dallas, Texas 75201
Tel. No.: (214) 871-3700
_____________________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

- with copies to -
Eliot D. Raffkind
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
2300 N Field Street, Suite 1800
Dallas, Texas 75201
(214) 969-2800

June 30, 2021
_____________________________________________________________________________
(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 which 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 [  ]

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, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

CUSIP NO. 462684101
 13D/A
 

1
NAME OF REPORTING PERSONS
 
Paragon Associates and Paragon Associates II Joint Venture
 2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*               (a) □ (b) □


3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS*
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)               ☐

 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
7
SOLE VOTING POWER
 
980,674
8
SHARED VOTING POWER

0
9
SOLE DISPOSITIVE POWER

980,674
10
SHARED DISPOSITIVE POWER

0
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
980,674
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)                              ☐
EXCLUDES CERTAIN SHARES*
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
6.3%**
14
TYPE OF REPORTING PERSON*

OO
          *SEE INSTRUCTIONS BEFORE FILLING OUT
          **SEE ITEM 5(a).





CUSIP NO. 462684101
 13D/A
 

1
NAME OF REPORTING PERSONS
 
Paragon JV Partners, LLC
 2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*               (a) □ (b) □


3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS*
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)               ☐

 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Texas
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
7
SOLE VOTING POWER
 
980,674
8
SHARED VOTING POWER

0
9
SOLE DISPOSITIVE POWER

980,674
10
SHARED DISPOSITIVE POWER

0
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
980,674
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)                              ☐

EXCLUDES CERTAIN SHARES*
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
6.3%**
14
TYPE OF REPORTING PERSON*

OO
          *SEE INSTRUCTIONS BEFORE FILLING OUT
          **SEE ITEM 5(a).




CUSIP NO. 462684101
 13D/A
 

1
NAME OF REPORTING PERSONS
 
Bradbury Dyer III
 2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*               (a) □ (b) □


3
SEC USE ONLY
 
 
4
SOURCE OF FUNDS*
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 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
 
980,674
8
SHARED VOTING POWER

0
9
SOLE DISPOSITIVE POWER

980,674
10
SHARED DISPOSITIVE POWER

0
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
980,674
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)                              ☐
EXCLUDES CERTAIN SHARES*
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
6.3%**
14
TYPE OF REPORTING PERSON*

IN
          *SEE INSTRUCTIONS BEFORE FILLING OUT
          **SEE ITEM 5(a).



AMENDMENT NO. 6 TO SCHEDULE 13D

             This Amendment No. 6 to Schedule 13D (this “Amendment”) is being filed on behalf of (i) Paragon Associates and Paragon Associates II Joint Venture, a joint venture (“Paragon JV”) formed by Paragon Associates, Ltd., a Texas limited partnership (“Paragon”), Paragon Associates II, Ltd., a Texas limited partnership (“Paragon II”), and Paragon Associates III, Ltd. a Texas limited partnership (“Paragon III”), (ii) Paragon JV Partners, LLC, a Texas limited liability company (“Paragon GP”), and (iii) Bradbury Dyer III (“Mr. Dyer”, and collectively with Paragon JV and Paragon GP, the “Reporting Persons”).  This Amendment further modifies the original Schedule 13D filed with the Securities and Exchange Commission on January 8, 2009 (the “Original 13D), as amended by the Amendment No. 1 to Schedule 13D filed with the Securities and Exchange Commission on February 10, 2009, as amended by the Amendment No. 2 to Schedule 13D filed with the Securities and Exchange Commission on November 4, 2013, as amended by the Amendment No. 3 to Schedule 13D filed with the Securities and Exchange Commission on July 27, 2015, as amended by the Amendment No. 4 to Schedule 13D filed with the Securities and Exchange Commission on August 24, 2015, as amended by the Amendment No. 5 to Schedule 13D filed with the Securities and Exchange Commission on April 13, 2021 (the Original 13D, as so amended, the “Schedule 13D”), relating to shares of common stock, $0.01 par value (the “Common Stock”) of Iridex Corporation, a Delaware corporation (the “Issuer”).

This Amendment relates to Common Stock sold by Mr. Dyer for the account of Paragon JV on behalf of Paragon, Paragon II and Paragon III.  Paragon GP serves as the general partner of each of Paragon, Paragon II and Paragon III and as the investment advisor of Paragon JV and may direct the vote and disposition of the 980,674 shares of Common Stock held by Paragon JV.  As the sole and managing member of Paragon GP, Mr. Dyer may direct Paragon GP to direct, and, as the authorized agent to Paragon JV, may direct, the vote and disposition of the 980,674 shares of Common Stock held by Paragon JV.

Item 5.
Interest in Securities of the Issuer
                   
Item 5 of the Schedule 13D is hereby amended and restated in its entirety to read as follows:  

 
(a)    As of July 2, 2021, Paragon JV, by virtue of carrying out the purposes of Paragon, Paragon II and Paragon III per the joint venture agreement of Paragon JV, a copy of which was filed as Exhibit 2 to the Original 13D and is incorporated herein by reference, as subsequently amended by the First Amendment thereto, a copy of which was filed as Exhibit 3 to the Original 13D, beneficially owns 980,674 shares of Common Stock, which represents 6.3% of the Issuer’s outstanding shares of Common Stock.
 
 
 
       The percentage of ownership of the Reporting Persons, as reported in this Schedule 13D was calculated by dividing (i) 980,674 shares of Common Stock owned by Paragon JV, by (ii) 15,625,800 shares of Common Stock outstanding as of May 6, 2021 based upon the Form 10-Q filed with the Securities and Exchange Commission on May 12, 2021.
 
 
 
       Paragon GP does not have direct beneficial ownership of the 980,674 shares of the Issuer’s Common Stock; however, Paragon GP, as the general partner of each of Paragon, Paragon II and Paragon III, may be deemed, for purposes of determining beneficial ownership pursuant to Rule 13d-3, to have indirect beneficial ownership of such shares.
 
 
 
       Mr. Dyer does not have direct beneficial ownership of the 980,674 shares of the Issuer’s Common Stock; however, Mr. Dyer, as sole and managing member of Paragon GP, and as agent for Paragon JV, may be deemed, for purposes of determining beneficial ownership pursuant to Rule 13d-3, to have indirect beneficial ownership of such shares.
 
 

(b)    Paragon JV has the power to vote and dispose of the 980,674 shares of Common Stock it holds; Paragon GP, as the general partner of each of Paragon, Paragon II and Paragon III, has the power to vote and dispose of the 980,674 shares of Common Stock held by Paragon JV; and Mr. Dyer, as the sole and managing member of Paragon JV and the authorized agent of Paragon JV, has the power to vote and dispose of the 980,674 shares of Common Stock held by Paragon JV.
 
 

(c)    Except as reported in the Schedule 13D, Annex A attached hereto lists all transactions in the Common Stock during the past sixty (60) days by the Reporting Persons.  The transactions in the Common Stock were effected in the open market.
 
 

(d)    Not Applicable.
 
 

(e)    Not Applicable.




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: July 2, 2021
PARAGON ASSOCIATES AND PARAGON ASSOCIATES II JOINT VENTURE
   
 
By: /s/ Bradbury Dyer III
 
Name: Bradbury Dyer III
 
Title: Authorized Agent
   
   
  PARAGON JV PARTNERS, LLC
   
 
By: /s/ Bradbury Dyer III
  Name: Bradbury Dyer III
 
Title: Sole and Managing Member
   
  BRADBURY DYER III
   
 
By: /s/ Bradbury Dyer III



ANNEX A

Except as previously disclosed in this Schedule 13D, as amended, the following table sets forth all transactions by the Reporting Persons or on behalf of the Reporting Persons with respect to securities of the Issuer effected in the last 60 days, inclusive of any transactions effected through 4:00 p.m., New York City time, on July 2, 2021. All such transactions were sales of securities of the Issuer effected in the open market, and the table excludes commissions paid in per share prices.

Trade
  
Buy /
Shares of
Price per Share
Date
Security
(Sell)
Common Stock
(US$)
----------
-------------------------
----
--------------
--------------
5/27/2021
Iridex Corp IRIX
(Sell)
                     5,326
 $ 7.9017 (1)
6/1/2021
Iridex Corp IRIX
(Sell)
9,000
$ 7.9158 (2)
6/30/2021
Iridex Corp IRIX
(Sell)
5,000
$7.0632 (3)
         




















(1)
The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.90 to $7.93, inclusive. The reporting persons undertake to provide to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3).
(2)
The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.90 to $7.95, inclusive.
(3)
The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.02 to $7.09, inclusive.