| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
VOLT INFORMATION SCIENCES, INC. [ VISI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/23/2019 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, $0.10 Par Value(1)(2) | 12/23/2019 | J(3)(5) | 280,517 | D(3)(5) | (3)(5) | 2,126,067 | D(4) | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. This Form 4 is filed jointly by Glacier Peak U.S. Value Fund, L.P. (the "Fund"), Glacier Peak Capital LLC ("GPC"), Fortis Capital Management LLC ("FCM"), Fortis Holdings LLC ("Fortis Holdings"), Mike Boroughs, Paul Misleh and James Rudolf (collectively, the "Reporting Persons"). This Form 4 is being filed to reflect the disbanding of a reporting group with John C. Rudolf, which occurred on December 23, 2019. |
| 2. Each Reporting Person was a member of a reporting group that previously owned in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. As a result of the disbanding of the reporting group, no Reporting Person individually owns more than 10% of the Issuer's outstanding shares of Common Stock nor remains subject to Section 16. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose. |
| 3. There was no such actual transaction in the shares of Common Stock, but rather a disbandment of the reporting group, which resulted in certain shares no longer being reflected in this Form 4. |
| 4. 2,022,457 shares of Common Stock are beneficially owned directly by GPC and 103,610 shares are beneficially owned directly by FCM. Each of GPC and FCM are directly owned by Fortis Holdings and therefore Fortis Holdings is deemed to beneficially own the reported shares. Messrs. Boroughs, Misleh and James Rudolf, as Managing Partners of both GPC and FCM, may be deemed to share voting and dispositive power over the reported shares. |
| 5. As a result of the disbanding of the group, the shares of Common Stock held in Mr. John C. Rudolf's personal name as well as shares he may have been deemed to beneficially own on behalf of his wife and children are no longer reflected in this Form 4. Certain shares controlled by GPC for the benefit of Mr. John Rudolf currently remain with GPC. |
| Glacier Peak U.S. Value Fund, L.P.; By: Glacier Peak Capital LLC; By: /s/ Mike Boroughs, as Chief Compliance Officer | 12/26/2019 | |
| Glacier Peak Capital LLC; By: /s/ Mike Boroughs, as Chief Compliance Officer | 12/26/2019 | |
| Fortis Capital Management LLC; By: Fortis Holdings LLC; By: /s/ Mike Boroughs, Authorized Signatory | 12/26/2019 | |
| Fortis Holdings LLC; By: /s/ Mike Boroughs, Authorized Signatory | 12/26/2019 | |
| By: /s/ Mike Boroughs | 12/26/2019 | |
| By: /s/ Paul Misleh | 12/26/2019 | |
| By: /s/ James Rudolf | 12/26/2019 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||