1 |
NAME OF REPORTING PERSON:
William H. Miller III Living Trust dated April 17, 2017
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
[ ] (a)
[ ] (b)
|
||
3 |
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS:
PF
|
||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
[ ]
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
1,370,400
|
|
8 | SHARED VOTING POWER | ||
9 |
SOLE DISPOSITIVE POWER
1,370,400
|
||
10 | SHARED DISPOSITIVE POWER | ||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,370,400
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.94%
|
||
14 |
TYPE OF REPORTING PERSON
OO
|
1 |
NAME OF REPORTING PERSON:
William H. Miller III
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
[ ] (a)
[ ] (b)
|
||
3 |
SEC USE ONLY
|
||
4 |
SOURCE OF FUNDS:
PF
|
||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
[ ]
|
||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
1,370,400
|
|
8 | SHARED VOTING POWER | ||
9 |
SOLE DISPOSITIVE POWER
1,370,400
|
||
10 | SHARED DISPOSITIVE POWER | ||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,370,400
|
||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
|
||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.94%
|
||
14 |
TYPE OF REPORTING PERSON
IN
|
ITEM 1. | SECURITY AND ISSUER: |
This statement on Schedule 13D (this “Schedule 13D”) relates to the common stock, par value $0.01 per share (“Common Stock”), of Wright Investors’ Service Holdings, Inc., a Delaware corporation (the “Issuer”). The address of the Issuer’s principal executive office is 177 West Putnam Avenue, Greenwich, CT 06830. | |
ITEM 2. | IDENTITY AND BACKGROUND: |
(a) This Schedule 13D is being filed on behalf of each of the following persons (collectively, the "Reporting Persons" and, individually, a "Reporting Person"): William H. Miller III Living Trust Dated April 17, 2017 (the "Trust); and William H. Miller III (Mr. Miller). Mr. Miller is the trustee and beneficiary of the Trust. (b) The principal business address for each Reporting Person is as follows: For the Trust: 201 Beachside Drive, Vero Beach, FL 32963 For Mr. Miller: 201 Beachside Drive, Vero Beach, FL 32963 (c) The principal occupation or employment: For the Trust: Not Applicable For Mr. Miller: Chief Investment Officer of Miller Value Partners, LLC, a registered investment adviser with its principal office at One South Street, Suite 2550, Baltimore, MD 21202. (d) During the last five years, no Reporting Person has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, no Reporting Person has been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceedings was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Citizenship/Place of Organization: For the Trust: Florida For Mr. Miller: United States | |
ITEM 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION: |
The source of the consideration for the purchases reported hereon consisted of personal funds of the Trust. The shares were bought with approximately $589,272 (including brokerage commissions) in the aggregate to purchase 1,370,400 shares of Common Stock reported in this Schedule 13D. | |
ITEM 4. | PURPOSE OF TRANSACTION: |
The Reporting Persons currently intend to hold the acquired securities for investment purposes. The Reporting Persons have no present plans or proposals which relate to or would result in any transaction, change, or event specified in clauses (a) through (j) of Item 4 of Schedule 13D. | |
ITEM 5. | INTEREST IN SECURITIES OF THE ISSUER: |
(a)The Trust beneficially owns 1,370,400 shares of Common Stock, constituting approximately 6.94% of the outstanding Common Stock. Of those shares, Mr. Miller, as Trustee of the Trust, beneficially owns 1,370,400 shares of the Common Stock, or approximately 6.94% of the outstanding Common Stock. (b) Mr. Miller, as Trustee of the Trust, has the sole power to vote and direct the disposition of the 1,370,400 shares of Common Stock beneficially owned by the Reporting Persons. (c) All of the reported securities were acquired by the Trust on July 8, 2019 for $0.41 per share through OTC market transactions. (d) Not applicable. (e) Not applicable. | |
ITEM 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER: |
There are no contracts, arrangements, understandings or relationships among the Reporting Persons and any other person, with respect to the securities of the Issuer. | |
ITEM 7. | MATERIALS TO BE FILES AS EXHIBITS: |
Exhibit A - Joint Filing Agreement Exhibit B - Power of Attorney |
July 17 2019 |
William H. Miller III Living Trust dated April 17, 2017
By:
/s/ Neil O'Callaghan
Name:
Neil O'Callaghan
Title:
Duly authorized under Power of Attorney effective as of January 30, 2019, by and on behalf of William H. Miller III Living Trust dated April 17, 2017 which is attached as Exhibit B to this Schedule 13D.
|
July 17 2019 |
William H. Miller III
By:
/s/ William H. Miller III
Name:
Title:
|