0001209191-16-137333.txt : 20160816 0001209191-16-137333.hdr.sgml : 20160816 20160816183854 ACCESSION NUMBER: 0001209191-16-137333 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160813 FILED AS OF DATE: 20160816 DATE AS OF CHANGE: 20160816 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SPARK NETWORKS INC CENTRAL INDEX KEY: 0001314475 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 208901733 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11150 SANTA MONICA BOULEVARD STREET 2: SUITE 600 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 310-893-0550 MAIL ADDRESS: STREET 1: 11150 SANTA MONICA BOULEVARD STREET 2: SUITE 600 CITY: LOS ANGELES STATE: CA ZIP: 90025 FORMER COMPANY: FORMER CONFORMED NAME: SPARK NETWORKS PLC DATE OF NAME CHANGE: 20050114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Osmium Diamond, LP CENTRAL INDEX KEY: 0001589408 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32750 FILM NUMBER: 161837116 BUSINESS ADDRESS: STREET 1: C/O OSMIUM PARTNERS, LLC STREET 2: 300 DRAKES LANDING ROAD, SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 BUSINESS PHONE: 4157478698 MAIL ADDRESS: STREET 1: C/O OSMIUM PARTNERS, LLC STREET 2: 300 DRAKES LANDING ROAD, SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OSMIUM SPARTAN L P CENTRAL INDEX KEY: 0001367480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32750 FILM NUMBER: 161837117 BUSINESS ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 BUSINESS PHONE: 415-747-8698 MAIL ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Osmium Capital II, LP CENTRAL INDEX KEY: 0001451006 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32750 FILM NUMBER: 161837118 BUSINESS ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 BUSINESS PHONE: 415-747-8698 MAIL ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OSMIUM CAPITAL LP CENTRAL INDEX KEY: 0001192534 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32750 FILM NUMBER: 161837119 BUSINESS ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 BUSINESS PHONE: 415-785-4044 MAIL ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Osmium Partners, LLC CENTRAL INDEX KEY: 0001316729 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32750 FILM NUMBER: 161837121 BUSINESS ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 BUSINESS PHONE: (415) 785-4044 MAIL ADDRESS: STREET 1: 300 DRAKES LANDING ROAD STREET 2: SUITE 172 CITY: GREENBRAE STATE: CA ZIP: 94904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lewis John Hartnett CENTRAL INDEX KEY: 0001386292 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32750 FILM NUMBER: 161837120 MAIL ADDRESS: STREET 1: 388 MARKET STREET, SUITE 920 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-08-13 0 0001314475 SPARK NETWORKS INC LOV 0001316729 Osmium Partners, LLC 300 DRAKES LANDING ROAD SUITE 172 GREENBRAE CA 94904 1 0 1 0 0001386292 Lewis John Hartnett 300 DRAKES LANDING ROAD SUITE 172 GREENBRAE CA 94904 1 0 1 0 0001192534 OSMIUM CAPITAL LP 300 DRAKES LANDING ROAD SUITE 172 GREENBRAE CA 94904 1 0 1 0 0001451006 Osmium Capital II, LP 300 DRAKES LANDING ROAD SUITE 172 GREENBRAE CA 94904 1 0 1 0 0001367480 OSMIUM SPARTAN L P 300 DRAKES LANDING ROAD SUITE 172 GREENBRAE CA 94904 1 0 1 0 0001589408 Osmium Diamond, LP 300 DRAKES LANDING ROAD SUITE 172 GREENBRAE CA 94904 1 0 1 0 Common Stock 2016-08-13 4 M 0 5795 A 68652 I By John H. Lewis directly Common Stock 2016-08-15 4 P 0 26500 1.4969 A 364243 I By Osmium Spartan, LP Common Stock 2016-08-16 4 P 0 25000 1.4624 A 1598115 I By Osmium Capital, LP Common Stock 1197699 I By Osmium Capital II, LP Common Stock 282400 I By Osmium Diamond, LP Restricted Stock Unit 2016-08-13 4 M 0 5795 0.00 D Common Stock 5795 5795 I By John H. Lewis directly Each restricted stock unit represents a contingent right to receive one share of Spark Networks, Inc.'s common stock. The general partner of Osmium Capital, LP, Osmium Capital II, LP, Osmium Spartan, LP and Osmium Diamond, LP is Osmium Partners, LLC. John H. Lewis is the controlling member of Osmium Partners, LLC, and Mr. Lewis may be deemed to have voting and dispositive power with respect to the shares held by Osmium Capital, LP, Osmium Capital II, LP, Osmium Spartan, LP and Osmium Diamond, LP. Mr. Lewis disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that Mr. Lewis is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose. This transaction was executed in multiple trades at prices ranging from $1.48 to $1.50. The price reported above in Column 4 of Table I reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer complete information regarding the number of shares and prices at which each of the individual transactions was effected. This transaction was executed in multiple trades at prices ranging from $1.46 to $1.47. The price reported above in Column 4 of Table I reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer complete information regarding the number of shares and prices at which each of the individual transactions was effected. Twenty-five percent (25%) of the restricted stock units subject to the award vest on each three month anniversary of the grant, such that one hundred percent (100%) of the award shall be vested upon the one year anniversary of the grant. In addition, all of the restricted stock units subject to the award vest fully upon a change in control. Not applicable. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Person may be deemed to be a director by deputization due to Mr. Lewis serving as a member of the board of directors of the Issuer. /s/ John H. Lewis, individually, and as Managing Member of Osmium Partners, LLC, for itself and as General Partner of Osmium Capital, LP, Osmium Capital II, LP, Osmium Spartan, LP and Osmium Diamond, LP 2016-08-16