0001181431-12-035604.txt : 20120608
0001181431-12-035604.hdr.sgml : 20120608
20120608170350
ACCESSION NUMBER: 0001181431-12-035604
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120605
FILED AS OF DATE: 20120608
DATE AS OF CHANGE: 20120608
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Drapkin Matthew A
CENTRAL INDEX KEY: 0001458693
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-28784
FILM NUMBER: 12898519
MAIL ADDRESS:
STREET 1: 500 CRESCENT COURT
STREET 2: SUITE 230
CITY: DALLAS
STATE: TX
ZIP: 75201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HOT TOPIC INC /CA/
CENTRAL INDEX KEY: 0001017712
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600]
IRS NUMBER: 770198182
STATE OF INCORPORATION: CA
FISCAL YEAR END: 0130
BUSINESS ADDRESS:
STREET 1: 18305 EAST SAN JOSE AVENUE
CITY: CITY OF INDUSTRY
STATE: CA
ZIP: 91748
BUSINESS PHONE: 6268394681
MAIL ADDRESS:
STREET 1: 18305 EAST SAN JOSE AVENUE
CITY: CITY OF INDUSTRY
STATE: CA
ZIP: 91768
4
1
rrd348330.xml
FORM 4
X0305
4
2012-06-05
0
0001017712
HOT TOPIC INC /CA/
HOTT
0001458693
Drapkin Matthew A
500 CRESCENT COURT, SUITE 230
DALLAS
TX
75201
1
0
0
0
Common Stock
2012-06-05
4
A
0
2626
0
A
8971
D
Common Stock
3511549
I
See Footnotes
Stock Option (right to buy)
9.52
2012-06-05
4
A
0
16350
0
D
2020-06-05
Common Stock
16350
16350
D
This statement is filed by and on behalf of Matthew A. Drapkin. Becker Drapkin Partners (QP), L.P. ("QP Fund"), Becker Drapkin Partners, L.P. ("LP Fund"), BD Partners I, L.P. ("BD Partners I"), Mr. Drapkin and a managed account (the "Managed Account") are the direct beneficial owners of the securities covered by this statement. Becker Drapkin Management, L.P. ("BD Management") is the general partner of, and the investment manager for, each of QP Fund, LP Fund and BD Partners I and provides investment advisory services for the Managed Account. BD Management may be deemed to beneficially own securities owned by QP Fund, LP Fund, BD Partners I and the Managed Account. BC Advisors, LLC ("BC Advisors") is the general partner of BD Management and may be deemed to beneficially own securities owned by BD Management. Steven R. Becker and Mr. Drapkin are the co-managing members of BC Advisors and may be deemed to beneficially own securities owned by BC Advisors.
The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. The reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
The reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. The reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.
On June 5, 2012, the issuer granted to the reporting person 2,626 unvested shares of restricted stock, which are subject to forfeiture to the issuer under certain circumstances. Such forfeiture right will lapse on the earlier of (i) June 5, 2013 or (ii) the date of the next annual shareholders meeting of the issuer.
Includes (a) 934,807 shares directly beneficially owned by QP Fund, (b) 132,443 shares directly beneficially owned by LP Fund, (c) 1,295,799 shares directly beneficially owned by BD Partners I and (d) 1,148,500 shares directly beneficially owned by the Managed Account.
On June 5, 2012, the issuer granted to the reporting person 16,350 stock options, 25% of which vest and become exercisable on June 5, 2013. The remaining stock options vest and become exercisable in equal quarterly installments over three years from June 5, 2013.
MATTHEW A. DRAPKIN, /s/ Ashley Sekimoto, Name: Ashley Sekimoto, Title: Attorney-in-Fact
2012-06-08