0001209191-11-057937.txt : 20111123 0001209191-11-057937.hdr.sgml : 20111123 20111123144150 ACCESSION NUMBER: 0001209191-11-057937 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111121 FILED AS OF DATE: 20111123 DATE AS OF CHANGE: 20111123 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: 111225038 MAIL ADDRESS: STREET 1: 10801 NESBITT AVENUE SOUTH CITY: BLOOMINGTON STATE: MN ZIP: 55437 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 c25204_4x0.xml MAIN DOCUMENT DESCRIPTION X0304 4 2011-11-21 0001017712 HOT TOPIC INC /CA/ HOTT 0001458693 Drapkin Matthew A 300 CRESCENT COURT SUITE 1111 DALLAS TX 75201 1 0 0 0 Common Stock 2011-11-21 4 A 0 33000 7.03 A 3267849 I See Footnotes Common Stock 2011-11-21 4 A 0 36135 7.02 A 3303984 I See Footnotes Common Stock 2011-11-21 4 A 0 5365 7.02 A 3309349 I See Footnotes Common Stock 2011-11-22 4 A 0 39400 7.13 A 3348749 I See Footnotes Common Stock 2011-11-22 4 A 0 51894 7.13 A 3400643 I See Footnotes Common Stock 2011-11-22 4 A 0 7706 7.13 A 3408349 I See Footnotes Common Stock 6345 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. Includes (a) 811,657 shares directly beneficially owned by QP Fund, (b) 103,293 shares directly beneficially owned by LP Fund, (c) 1,258,799 shares directly beneficially owned by BD Partners I and (d) 1,094,100 shares directly beneficially owned by the Managed Account. Includes (a) 847,792 shares directly beneficially owned by QP Fund, (b) 103,293 shares directly beneficially owned by LP Fund, (c) 1,258,799 shares directly beneficially owned by BD Partners I and (d) 1,094,100 shares directly beneficially owned by the Managed Account. Includes (a) 847,792 shares directly beneficially owned by QP Fund, (b) 108,658 shares directly beneficially owned by LP Fund, (c) 1,258,799 shares directly beneficially owned by BD Partners I and (d) 1,094,100 shares directly beneficially owned by the Managed Account. Includes (a) 847,792 shares directly beneficially owned by QP Fund, (b) 108,658 shares directly beneficially owned by LP Fund, (c) 1,258,799 shares directly beneficially owned by BD Partners I and (d) 1,133,500 shares directly beneficially owned by the Managed Account. Includes (a) 899,686 shares directly beneficially owned by QP Fund, (b) 108,658 shares directly beneficially owned by LP Fund, (c) 1,258,799 shares directly beneficially owned by BD Partners I and (d) 1,133,500 shares directly beneficially owned by the Managed Account. Includes (a) 899,686 shares directly beneficially owned by QP Fund, (b) 116,364 shares directly beneficially owned by LP Fund, (c) 1,258,799 shares directly beneficially owned by BD Partners I and (d) 1,133,500 shares directly beneficially owned by the Managed Account. Includes 3,526 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 7, 2012 or (ii) the date of the next annual shareholders meeting of the issuer. /s/ Ashley Sekimoto, Attorney-in-Fact 2011-11-23