0000950142-19-000662.txt : 20190329
0000950142-19-000662.hdr.sgml : 20190329
20190329165929
ACCESSION NUMBER: 0000950142-19-000662
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190328
FILED AS OF DATE: 20190329
DATE AS OF CHANGE: 20190329
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: North Sound Management, Inc.
CENTRAL INDEX KEY: 0001749646
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38358
FILM NUMBER: 19717380
BUSINESS ADDRESS:
STREET 1: 115 EAST PUTNAM AVENUE
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-340-8300
MAIL ADDRESS:
STREET 1: 115 EAST PUTNAM AVENUE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: North Sound Trading, LP
CENTRAL INDEX KEY: 0001633979
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38358
FILM NUMBER: 19717381
BUSINESS ADDRESS:
STREET 1: 115 EAST PUTNAM AVENUE
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-340-8400
MAIL ADDRESS:
STREET 1: 115 EAST PUTNAM AVENUE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Miller Brian
CENTRAL INDEX KEY: 0001749976
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38358
FILM NUMBER: 19717382
MAIL ADDRESS:
STREET 1: 115 EAST PUTNAM AVENUE
CITY: GREENWICH
STATE: CT
ZIP: 06830
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: INSEEGO CORP.
CENTRAL INDEX KEY: 0001022652
STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669]
IRS NUMBER: 813377646
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 9605 SCRANTON ROAD
STREET 2: SUITE 300
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
BUSINESS PHONE: 8588123400
MAIL ADDRESS:
STREET 1: 9605 SCRANTON ROAD
STREET 2: SUITE 300
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
FORMER COMPANY:
FORMER CONFORMED NAME: NOVATEL WIRELESS INC
DATE OF NAME CHANGE: 20000726
4
1
es1900446_4-inseego.xml
OWNERSHIP DOCUMENT
X0306
4
2019-03-28
0
0001022652
INSEEGO CORP.
INSG
0001749976
Miller Brian
115 EAST PUTNAM AVENUE
GREENWICH
CT
06830
1
0
1
0
0001633979
North Sound Trading, LP
115 EAST PUTNAM AVENUE
GREENWICH
CT
06830
1
0
1
0
0001749646
North Sound Management, Inc.
115 EAST PUTNAM AVENUE
GREENWICH
CT
06830
1
0
1
0
Common Stock
2019-03-28
4
M
0
1055425
2.52
A
10301995
I
See Footnote
Common Stock
60083
D
Warrant (right to purchase)
2.52
2019-03-28
4
M
0
1055425
0
D
2019-02-06
2023-08-06
Common Stock
1055425
0
I
See Footnote
Warrant (right to purchase)
7.00
2019-03-28
4
A
0
625000
0
A
2019-09-28
2022-06-30
Common Stock
625000
625000
I
See Footnote
The shares and warrants are owned directly by North Sound Trading, LP, a Delaware partnership ("North Sound Trading"). Mr. Miller is the sole shareholder of North Sound Management, Inc., a Delaware corporation ("North Sound Management"), which in turn is the general partner of North Sound Trading. Mr. Miller and North Sound Management may be deemed to indirectly own the shares directly owned by North Sound Trading. Each of North Sound Trading and North Sound Management is deemed a director by deputization by virtue of their relationship with Mr. Miller, a director of the Issuer. The exercise of the warrant to acquire 1,055,425 shares of common stock and the acquisition of the warrant to acquire 625,000 shares of common stock are each transactions that are exempt from Section 16(b) pursuant to Section 16b-3.
Of the 60,083 restricted stock units, 42,521 restricted stock units are scheduled to vest over a three-year period, with one-third vesting on each anniversary of the grant date through the third anniversary of the grant date. The remaining 17,562 restricted stock units are scheduled to vest in full on the first anniversary of the grant date.
The restricted stock units convert into common stock on a one-for-one basis.
The restricted stock units are owned directly by Brian Miller.
/s/ Brian Miller
2019-03-29
/s/ Brian Miller, President of North Sound Management, Inc., acting as General Partner of North Sound Trading, LP
2019-03-29
/s/ Brian Miller, President of North Sound Management, Inc.
2019-03-29