-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Uar3bsviGnWU5ZuAKTXw06WCjln+fmJxFF9gDoui5FAaM01lRQOH0v0Kup8CrOaz hnzlQWqLNRHE4ZgS25RDgw== 0001209191-10-056983.txt : 20101126 0001209191-10-056983.hdr.sgml : 20101125 20101126164436 ACCESSION NUMBER: 0001209191-10-056983 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101123 FILED AS OF DATE: 20101126 DATE AS OF CHANGE: 20101126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Becker Steven R CENTRAL INDEX KEY: 0001349005 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28784 FILM NUMBER: 101217082 MAIL ADDRESS: STREET 1: 300 CRESCENT COURT STREET 2: SUITE 1111 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 c08972_4x1.xml MAIN DOCUMENT DESCRIPTION X0303 4 2010-11-23 0001017712 HOT TOPIC INC /CA/ HOTT 0001349005 Becker Steven R 300 CRESCENT COURT SUITE 1111 DALLAS TX 75201 1 0 0 0 Common Stock 2010-11-23 4 P 0 40000 5.976 A 2425949 I See Footnotes Common Stock 2819 D This statement is filed by and on behalf of Steven R. Becker. Each of Becker Drapkin Partners (QP), L.P. ("QP Fund"), Becker Drapkin Partners, L.P. ("LP Fund"), BD Partners I, L.P. ("BD Partners I"), Steven R. Becker and a managed account (the "Managed Account") are the direct beneficial owners of the securities covered by this report. BD 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 is the general partner of BD Management and may be deemed to beneficially own securities owned by BD Management. Steven R. Becker and Matthew A. Drapkin are the controlling persons of BC Advisors and may be deemed to beneficially own securities owned by BC Advisors. Each 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 Act or otherwise, the beneficial owner of any securities covered by this statement. Each 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. Includes (a) 701,852 shares directly beneficially owned by QP Fund, (b) 86,744 shares directly beneficially owned by LP Fund, (c) 857,953 shares directly beneficially owned by BD Partners I and (d) 779,400 shares directly beneficially owned by the Managed Account. Each 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. Each 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. Represents 2,819 shares of common stock of the issuer granted to Steven R. Becker as restricted stock under the Issuer's 2006 Equity Incentive Plan. Exhibit Index Exhibit 24.1 - Power of Attorney (furnished herewith) /s/ Ashley Sekimoto, Attorney-in-Fact 2010-11-24 EX-24 2 c08972_24.htm POWER OF ATTORNEY Power of Attorney
EXHIBIT 24.1
POWER OF ATTORNEY
Know by all these presents, that each of the undersigned do hereby constitute and appoint Ashley Sekimoto, signing singly, as each of the undersigned’s true and lawful attorney-in-fact to:
  (1)  
prepare, execute for and on behalf of each of the undersigned, in each of the undersigned’s name, place and stead in any and all capacities related to securities held by each of the undersigned, any and all filings by each of the undersigned or each of Steven R. Becker, Matthew A. Drapkin, BC Advisors, LLC (“BC Advisors”), Becker Drapkin Management, L.P. (“BD Management”), Becker Drapkin Partners (QP), L.P. (“Becker Drapkin QP”), Becker Drapkin Partners, L.P. (“Becker Drapkin LP”), BD Partners I, L.P. (“BD Partners I”, and together with Mr. Becker, Mr. Drapkin, BC Advisors, BD Management, Becker Drapkin QP, Becker Drapkin LP and BD Partners I, the “Companies”) with the United States Securities and Exchange Commission (the “SEC”) (a) pursuant to Section 13 of the Securities Exchange Act of 1934 and the rules thereunder, as amended, and (b) pursuant to Section 16 of the Securities Exchange Act of 1934 and the rules thereunder, as amended, and with respect to either of the foregoing clauses (a) and (b), any other forms or reports each of the undersigned or the Companies may be required to file in connection with each of the undersigned’s ownership, acquisition, or disposition of securities in Hot Topic, Inc.;
 
  (2)  
do and perform any and all acts for and on behalf of each of the undersigned which may be necessary or desirable to complete, execute and deliver any such filing as described in paragraph (1) above, or other form or report, and timely file such form or report with the SEC and any stock exchange or similar authority; and
 
  (3)  
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, each of the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of each of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
Each of the undersigned hereby grants to each attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as each of the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. Each of the undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of each of the undersigned, is not assuming, nor are the Companies assuming, each of the undersigned’s responsibilities to comply with Section 13 or Section 16 of the Securities Exchange Act of 1934 and the rules thereunder, as amended.
This Power of Attorney shall remain in full force and effect until each of the undersigned is no longer required to file any such filing as described in paragraph (1) above, unless earlier revoked by each of the undersigned in a signed writing delivered to the foregoing attorney-in-fact.
IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to be executed as of November 24, 2010.
         
    BECKER DRAPKIN MANAGEMENT, L.P.
 
        
 
  By:   BC Advisors, LLC
 
  Its:   General Partner
 
        
 
  By:   /s/ Steven R. Becker
 
       
 
  Name:   Steven R. Becker
 
  Title:   Co-Managing Member
         
    BECKER DRAPKIN PARTNERS (QP), L.P.
 
        
 
  By:   Becker Drapkin Management, L.P.
 
  Its:   General Partner
 
        
 
  By:   BC Advisors, LLC
 
  Its:   General Partner
 
        
 
  By:   /s/ Steven R. Becker
 
       
 
  Name:   Steven R. Becker
 
  Title:   Co-Managing Member
         
    BECKER DRAPKIN PARTNERS, L.P.
 
        
 
  By:   Becker Drapkin Management, L.P.
 
  Its:   General Partner
 
        
 
  By:   BC Advisors, LLC
 
  Its:   General Partner
 
        
 
  By:   /s/ Steven R. Becker
 
       
 
  Name:   Steven R. Becker
 
  Title:   Co-Managing Member
         
    BD PARTNERS I, L.P.
 
        
 
  By:   Becker Drapkin Management, L.P.
 
  Its:   General Partner
 
        
 
  By:   BC Advisors, LLC
 
  Its:   General Partner
 
        
 
  By:   /s/ Steven R. Becker
 
       
 
  Name:   Steven R. Becker
 
  Title:   Co-Managing Member
         
    BC ADVISORS, LLC
 
        
 
  By:   /s/ Steven R. Becker
 
       
 
  Name:   Steven R. Becker
 
  Title:   Co-Managing Member
     
 
  STEVEN R. BECKER
 
    
 
  /s/ Steven R. Becker
 
   
     
 
  MATTHEW A. DRAPKIN
 
    
 
  /s/ Matthew A. Drapkin
 
   

 

 

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