0000921895-19-000306.txt : 20190211 0000921895-19-000306.hdr.sgml : 20190211 20190211182919 ACCESSION NUMBER: 0000921895-19-000306 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190121 FILED AS OF DATE: 20190211 DATE AS OF CHANGE: 20190211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Capital Management LLC CENTRAL INDEX KEY: 0001594107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36803 FILM NUMBER: 19587018 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 1702 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 1702 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Atlas Funds, LLC CENTRAL INDEX KEY: 0001594105 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36803 FILM NUMBER: 19587019 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 1702 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 1702 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Atlas Fund III, LP CENTRAL INDEX KEY: 0001618192 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36803 FILM NUMBER: 19587020 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 1702 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: 312-347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 1702 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Walsh Patrick CENTRAL INDEX KEY: 0001508045 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36803 FILM NUMBER: 19587021 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD. STREET 2: STE. 1702 CITY: CHICAGO STATE: IL ZIP: 60604 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TOWN SPORTS INTERNATIONAL HOLDINGS INC CENTRAL INDEX KEY: 0001281774 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997] IRS NUMBER: 200640002 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 US NORTH HIGHWAY 1 STREET 2: SUITE 201 CITY: JUPITER STATE: FL ZIP: 33477 BUSINESS PHONE: (212) 246-6700 MAIL ADDRESS: STREET 1: 399 EXECUTIVE BOULEVARD CITY: ELMSFORD STATE: NY ZIP: 10523 4 1 form411125001_02112019.xml OWNERSHIP DOCUMENT X0306 4 2019-01-21 0 0001281774 TOWN SPORTS INTERNATIONAL HOLDINGS INC CLUB 0001508045 Walsh Patrick 141 W. JACKSON BLVD. STE. 1702 CHICAGO IL 60604 1 1 1 0 Chief Executive Officer 0001618192 PW Partners Atlas Fund III, LP 141 W. JACKSON BLVD. STE. 1702 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594105 PW Partners Atlas Funds, LLC 141 W. JACKSON BLVD. STE. 1702 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594107 PW Partners Capital Management LLC 141 W. JACKSON BLVD. STE. 1702 CHICAGO IL 60604 0 0 0 1 See Footnote 1 Common Stock, $0.001 par value 2019-01-21 4 A 0 275000 0.00 A 1789080 D Common Stock, $0.001 par value 2019-02-01 4 A 0 13423 0.00 A 1802503 D Common Stock, $0.001 par value 1271182 I By PW Partners Atlas Fund III LP This Form 4 is filed jointly by PW Partners Atlas Fund III LP ("Atlas Fund III"), PW Partners Atlas Funds, LLC ("Atlas Fund GP"), PW Partners Capital Management LLC ("PW Capital Management") and Patrick Walsh (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Represents shares of restricted stock that were issued to Mr. Walsh under the Issuer's Amended and Restated 2006 Stock Incentive Plan. The shares of restricted stock will vest in three equal annual installments commencing on January 21, 2020, the first anniversary of the grant date. Represents shares of restricted stock that were issued to Mr. Walsh under the Issuer's Amended and Restated 2006 Stock Incentive Plan. The shares of restricted stock will vest in three equal annual installments commencing on February 1, 2020, the first anniversary of the grant date. Represents securities owned directly by Atlas Fund III. As the General Partner of Atlas Fund III, Atlas Fund GP may be deemed to beneficially own the securities owned directly by Atlas Fund III. As the Investment Manager of Atlas Fund III, PW Capital Management may be deemed to beneficially own the securities owned directly by Atlas Fund III. As the Managing Member of PW Capital Management and the Managing Member and Chief Executive Officer of Atlas Fund GP, Mr. Walsh may be deemed to beneficially own the securities owned directly by Atlas Fund III. By: /s/ Patrick Walsh 2019-02-11 By: PW Partners Atlas Fund III LP, By: PW Partners Atlas Funds, LLC, General Partner, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2019-02-11 By: PW Partners Atlas Funds, LLC, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2019-02-11 By: PW Partners Capital Management LLC, By: /s/ Patrick Walsh, Managing Member 2019-02-11