SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

IEC Electronics Corp.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

44949L105

(CUSIP Number)

Vintage Capital Management, LLC

4705 S. Apopka Vineland Road, Suite 210

Orlando, FL 32819

(407) 909-8015

With a copy to:

Bradley L. Finkelstein

Wilson Sonsini Goodrich & Rosati

Professional Corporation

650 Page Mill Road

Palo Alto, CA 94304

(650) 493-9300

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

November 7, 2014

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ¨

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 44949L105		13D
(1)    NAMES OF REPORTING PERSONS Vintage Capital Management, LLC
(2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)   (a)  ¨          (b)  ¨
(3)    SEC USE ONLY
(4)    SOURCE OF FUNDS (see instructions) OO
(5)    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
(6)    CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	(7)    SOLE VOTING POWER
	0 shares
	(8)    SHARED VOTING POWER
	710,960 shares
	(9)    SOLE DISPOSITIVE POWER
	0 shares
	(10)  SHARED DISPOSITIVE POWER
	710,960 shares
(11)   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 710,960 shares
(12)   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ¨
(13)   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.1%*
(14)   TYPE OF REPORTING PERSON (see instructions) OO

^* Percentage calculated based on 10,055,267 shares of common stock, par value $0.01 per share, outstanding as of August 1, 2014, as reported in the Form 10-Q for the quarterly period ended June 27, 2014 of IEC Electronics Corp.

Page 2 of 7

CUSIP No. 44949L105		13D
(1)    NAMES OF REPORTING PERSONS               Kahn Capital Management, LLC
(2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)  (a)  ¨          (b)  ¨
(3)    SEC USE ONLY
(4)    SOURCE OF FUNDS (see instructions)               OO
(5)    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
(6)    CITIZENSHIP OR PLACE OF ORGANIZATION               Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	(7)    SOLE VOTING POWER
	0 shares
	(8)    SHARED VOTING POWER
	710,960 shares
	(9)    SOLE DISPOSITIVE POWER
	0 shares
	(10)   SHARED DISPOSITIVE POWER
	710,960 shares
(11)  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON              710,960 shares
(12)  CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ¨
(13)  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                 7.1%*
(14)  TYPE OF REPORTING PERSON (see instructions)             OO

^* Percentage calculated based on 10,055,267 shares of common stock, par value $0.01 per share, outstanding as of August 1, 2014, as reported in the Form 10-Q for the quarterly period ended June 27, 2014 of IEC Electronics Corp.

Page 3 of 7

CUSIP No. 44949L105		13D
(1)    NAMES OF REPORTING PERSONS               Brian R. Kahn
(2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)  ¨          (b)  ¨
(3)    SEC USE ONLY
(4)    SOURCE OF FUNDS (see instructions)               OO
(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
	0 shares
	(8)    SHARED VOTING POWER
	710,960 shares
	(9)    SOLE DISPOSITIVE POWER
	0 shares
	(10)   SHARED DISPOSITIVE POWER
	710,960 shares
(11)  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON             710,960 shares
(12)  CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ¨
(13)  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)            7.1%*
(14)  TYPE OF REPORTING PERSON (see instructions)             IN

^* Percentage calculated based on 10,055,267 shares of common stock, par value $0.01 per share, outstanding as of August 1, 2014, as reported in the Form 10-Q for the quarterly period ended June 27, 2014 of IEC Electronics Corp.

Page 4 of 7

Explanatory Note

This Amendment No. 4 (this “Amendment”) amends and supplements the Schedule 13D filed on February 13, 2014, as amended on May 28, 2014, August 14, 2014, and October 27, 2014 (the “Schedule 13D”), by the Reporting Persons relating to the Common Stock of the Issuer. Information reported in the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule 13D. All references in the Schedule 13D and this Amendment to the “Statement” shall be deemed to refer to the Schedule 13D as amended and supplemented by this Amendment.

Item 4. Purpose of Transaction.

Item 4 is amended to add the following:

On November 7, 2014, Vintage Capital sent a letter to W. Barry Gilbert, Chairman of the Board and Chief Executive Officer of the Issuer. The letter is attached to this Statement as Exhibit 3 and is incorporated herein by reference.

Item 7.     Material to be Filed as Exhibits.

Item 7 is amended to add the following:

Exhibit Number	Description
3	Letter to W. Barry Gilbert, dated November 7, 2014.

Page 5 of 7

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: November 7, 2014

VINTAGE CAPITAL MANAGEMENT, LLC
By:	/s/ Jeremy Nowak
	Name: Jeremy Nowak
	Title:   Manager
KAHN CAPITAL MANAGEMENT, LLC
By:	/s/ Jeremy Nowak
	Name: Jeremy Nowak
	Title:   Manager
/s/ Brian R. Kahn
Brian R. Kahn

Page 6 of 7

EXHIBIT INDEX

Exhibit Number	Description
1	Joint Filing Agreement.*
2	Letter to the Board of Directors of IEC Electronics Corp., dated August 14, 2014.*
3	Letter to W. Barry Gilbert, dated November 7, 2014.

* Previously filed.

Page 7 of 7

EX-99.3

Exhibit 3

 

V I N T A G E    C A P I T A L    M A N A G E M E N T ,    L L C

4705 S. Apopka Vineland Road, Suite 210 | Orlando, Florida 32819

November 7, 2014

Barry Gilbert

IEC Electronics Corp.

105 Norton Street

Newark, NY 14513

Dear Barry:

Thank you for your email offering to review our nominees for IEC’s Board of Directors. We nominated our candidates with shareholders in mind and we believe IEC shareholders will prefer to choose for themselves which Directors will serve their best interests. At this time we do not believe an interview process would be productive.

We submitted our director nominations out of the firm belief that IEC shareholders want a change in leadership to one that is entirely focused on, and capable of, increasing shareholder value. We believe the current board has proven to shareholders that it is neither focused nor capable with a track record that includes:

1. The misguided Southern California Braiding acquisition with its related financial restatement due to lax internal controls.

2. Suspect management changes. 2/14/13 W. Barry Gilbert, CEO of IEC “We very much appreciate the contributions Jeff (Schlarbaum) has made to IEC over the past eight year period during which we grew from a little over $22MM to a $145MM company. We wish him the best in his future endeavors.”

3. Summarily ignoring offers to acquire the company at a price that would have offered shareholders a significant premium and certain value.

These unfortunate facts demonstrate the current IEC board operates with haste over prudence, personal loyalty over professional meritocracy, and self-entrenchment over shareholder value.

We think it is best to allow the IEC shareholders to decide which individuals will be the best stewards of their capital at the upcoming annual meeting. We are confident that IEC’s shareholders will support our nominees, and we are honored to offer them the opportunity to directly shape the future of their company.

Very truly yours,

/s/ Jeremy Nowak

Jeremy Nowak

Partner

Vintage Capital Management, LLC

cc: IEC Board of Directors

Vintage Capital Management, LLC