o | Rule 13d-1(b) |
||
þ | Rule 13d-1(c) |
||
o | Rule 13d-1(d) |
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on
this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in a prior cover page. |
CUSIP No. |
74727D207 |
1 | NAMES OF REPORTING PERSONS. Palogic Value Management, L.P. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 164, 217 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
164, 217 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
164, 217 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.1% (1) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN/IA |
CUSIP No. |
74727D207 |
1 | NAMES OF REPORTING PERSONS. Palogic Value Fund, L.P. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 164, 217 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
164, 217 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
164, 217 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.1% (2) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
CUSIP No. |
74727D207 |
1 | NAMES OF REPORTING PERSONS. Palogic Capital Management, LLC |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 164, 217 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
164, 217 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
164, 217 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.1% (3) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO/HC |
CUSIP No. |
74727D207 |
1 | NAMES OF REPORTING PERSONS. Ryan L. Vardeman |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) þ | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 164, 217 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
164, 217 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
164, 217 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.1% (4) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN/HC |
(a) | Name of Issuer |
||
QAD INC. |
|||
(b) | Address of Issuers Principal Executive Offices |
||
100 Innovation Place, Santa Barbara, California 93108 |
(a) | Name of Person Filing |
(b) | Address of Principal Business Office or, if none, Residence |
(c) | Citizenship |
||
See Item 4 on the cover page(s) hereto. |
|||
(d) | Title of Class of Securities |
||
Class B Common Stock |
|||
(e) | CUSIP Number |
||
74727D207 |
Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether
the person filing is: |
(a) | o | A Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); | ||||
(b) | o | A Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); | ||||
(c) | o | An insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); | ||||
(d) | o | An investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
(e) | o | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | ||||
(f) | o | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | ||||
(g) | o | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | ||||
(h) | o | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||||
(i) | o | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | ||||
(j) | o | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); | ||||
(k) | o | A group, in accordance with §240.13d-1(b)(1)(ii)(K). |
Item 4. | Ownership. |
(a) | Amount beneficially owned: See Item 9 on the cover page(s) hereto. |
||
(b) | Percent of class: See Item 11 on the cover page(s) hereto. |
||
(c) | Number of shares as to which such person has: |
(i) | Sole power to vote or to direct the vote: See Item 5 on the cover page(s) hereto. |
||
(ii) | Shared power to vote or to direct the vote: See Item 6 on the cover page(s) hereto. |
||
(iii) | Sole power to dispose or to direct the disposition of: See Item 7 on the cover page(s) hereto. |
||
(iv) | Shared power to dispose or to direct the disposition of: See Item 8 on the cover page(s) hereto. |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company or Control Person. |
Item 8. | Identification and Classification of Members of the Group |
Item 9. | Notice of Dissolution of Group |
Item 10. | Certifications |
Date: October 18, 2011 |
PALOGIC VALUE MANAGEMENT, L.P. |
|||
By: | Palogic Capital Management, LLC, its general partner | |||
By: | /s/ Ryan L. Vardeman | |||
Name: | Ryan L. Vardeman | |||
Title: | Sole Member | |||
PALOGIC VALUE FUND, L.P. |
||||
By: | Palogic Value Management, L.P., its general partner | |||
By: | Palogic Capital Management, LLC, its general partner | |||
By: | /s/ Ryan L. Vardeman | |||
Name: | Ryan L. Vardeman | |||
Title: | Sole Member | |||
PALOGIC CAPITAL MANAGEMENT, LLC |
||||
By: | /s/ Ryan L. Vardeman | |||
Name: | Ryan L. Vardeman | |||
Title: | Sole Member | |||
RYAN L. VARDEMAN |
||||
/s/ Ryan L. Vardeman |
Exhibit | Description of Exhibit | |
99.1
|
Joint Filing Agreement (filed herewith) |
Date: October 18, 2011 |
PALOGIC VALUE MANAGEMENT, L.P. |
|||
By: | Palogic Capital Management, LLC, its general partner | |||
By: | /s/ Ryan L. Vardeman | |||
Name: | Ryan L. Vardeman | |||
Title: | Sole Member | |||
PALOGIC VALUE FUND, L.P. |
||||
By: | Palogic Value Management, L.P., its general partner | |||
By: | Palogic Capital Management, LLC, its general partner | |||
By: | /s/ Ryan L. Vardeman | |||
Name: | Ryan L. Vardeman | |||
Title: | Sole Member | |||
PALOGIC CAPITAL MANAGEMENT, LLC |
||||
By: | /s/ Ryan L. Vardeman | |||
Name: | Ryan L. Vardeman | |||
Title: | Sole Member | |||
RYAN L. VARDEMAN |
||||
/s/ Ryan L. Vardeman |