0000921895-13-002525.txt : 20131231 0000921895-13-002525.hdr.sgml : 20131231 20131231132408 ACCESSION NUMBER: 0000921895-13-002525 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130315 FILED AS OF DATE: 20131231 DATE AS OF CHANGE: 20131231 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RCM TECHNOLOGIES INC CENTRAL INDEX KEY: 0000700841 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 951480559 STATE OF INCORPORATION: NV FISCAL YEAR END: 1228 BUSINESS ADDRESS: STREET 1: 2500 MCCLELLAN AVENUE STREET 2: STE 350 CITY: PENNSAUKEN STATE: NJ ZIP: 08109-4613 BUSINESS PHONE: 8563564500 MAIL ADDRESS: STREET 1: 2500 MCCLELLAN AVENUE STREET 2: STE 350 CITY: PENNSAUKEN STATE: NJ ZIP: 08109-4613 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kiper Christopher S CENTRAL INDEX KEY: 0001432744 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305275 MAIL ADDRESS: STREET 1: 1247 STONER AVENUE, #207 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Legion Partners Asset Management, LLC CENTRAL INDEX KEY: 0001560207 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305276 BUSINESS ADDRESS: BUSINESS PHONE: (330) 519-1158 MAIL ADDRESS: STREET 1: 1247 STONER AVENUE, #207 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vizi Bradley CENTRAL INDEX KEY: 0001556313 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305277 MAIL ADDRESS: STREET 1: 1247 STONER AVENUE, #207 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: M2O, Inc. CENTRAL INDEX KEY: 0001556221 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305279 BUSINESS ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 225-5303 MAIL ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: IRS Partners No. 19, L.P. CENTRAL INDEX KEY: 0001556235 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305281 BUSINESS ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 225-5303 MAIL ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: IRS Partnership No. 19, L.P. DATE OF NAME CHANGE: 20120814 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: O'CONNELL MICHAEL CENTRAL INDEX KEY: 0001539145 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305282 MAIL ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Leonetti/O'Connell Family Foundation CENTRAL INDEX KEY: 0001556241 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305280 BUSINESS ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 225-5303 MAIL ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Michael F. O'Connell & Margo L. O'Connell Revocable Trust CENTRAL INDEX KEY: 0001556184 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10245 FILM NUMBER: 131305278 BUSINESS ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 225-5303 MAIL ADDRESS: STREET 1: 515 S. FIGUEROA STREET, SUITE 1050 CITY: LOS ANGELES STATE: CA ZIP: 90071 4/A 1 form4a09050002d_12302013.xml OWNERSHIP DOCUMENT X0306 4/A 2013-03-15 2013-03-19 0 0000700841 RCM TECHNOLOGIES INC RCMT 0001539145 O'CONNELL MICHAEL 515 S. FIGUEROA STREET SUITE 1050 LOS ANGELES CA 90071 0 0 1 0 0001556235 IRS Partners No. 19, L.P. 515 S. FIGUEROA STREET, SUITE 1050 LOS ANGELES CA 90071 0 0 1 0 0001556241 Leonetti/O'Connell Family Foundation 515 S. FIGUEROA STREET SUITE 1050 LOS ANGELES CA 90071 0 0 1 0 0001556221 M2O, Inc. 515 S. FIGUEROA STREET SUITE 1050 LOS ANGELES CA 90071 0 0 1 0 0001556184 Michael F. O'Connell & Margo L. O'Connell Revocable Trust 515 S. FIGUEROA STREET SUITE 1050 LOS ANGELES CA 90071 0 0 1 0 0001432744 Kiper Christopher S 1247 STONER AVENUE #207 LOS ANGELES CA 90025 0 0 1 0 0001556313 Vizi Bradley 1247 STONER AVENUE #207 LOS ANGELES CA 90025 0 0 1 0 0001560207 Legion Partners Asset Management, LLC 1247 STONER AVENUE #207 LOS ANGELES CA 90025 0 0 1 0 Common Stock, $0.05 par value 2013-03-15 4 P 0 19200 5.658 A 1332410 I See footnotes Common Stock, $0.05 par value 2013-03-19 4 P 0 21365 5.713 A 1353775 I See footnotes Common Stock, $0.05 par value 266074 I See footnotes Common Stock, $0.05 par value 1000 D Common Stock, $0.05 par value 22000 D This Form 4/A has been filed solely to include Legion Partners Asset Management, LLC as a Reporting Person (as defined below) as it was inadvertently excluded from the original Form 4 filed on March 19, 2013. This Form 4 is being filed jointly by the reporting persons identified herein (each a "Reporting Person" and collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. 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. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.605 to $5.73. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote 3 to this Form 4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.6764 to $5.75. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote 4 to this Form 4. IRS Partners No. 19, L.P., a Delaware limited partnership ("IRS 19"), directly owns these shares of common stock ("Common Stock") of RCM Technologies, Inc. (the "Issuer"). M2O, Inc., a California corporation ("M2O"), is the general partner of IRS 19. The Michael F. O'Connell and Margo L. O'Connell Revocable Trust (the "Trust") is the sole voting shareholder of M2O and Michael O'Connell, an individual, controls all investment decisions with respect to the Trust. IRS 19, M2O, the Trust and Mr. O'Connell may therefore be deemed to have shared voting and dispositive power over the Common Stock owned by IRS 19. The Leonetti/O'Connell Family Foundation, a Delaware non-profit corporation (the "Foundation"), directly owns these shares. The investment decisions of the Foundation are controlled by Mr. O'Connell (Mr. O'Connell, collectively with IRS 19, the Foundation, M2O and the Trust, the "O'Connell Entities") and by virtue of such relationship, the Foundation and Mr. O'Connell may be deemed to have shared voting and dispositive power over the Common Stock owned by the Foundation. IRS 19, M2O and the Trust disclaim beneficial ownership of the Common Stock of the Issuer owned by the Foundation except to the extent of their pecuniary interest therein. The Foundation disclaims beneficial ownership of the shares of Common Stock of the Issuer owned by IRS 19 except to the extent of its pecuniary interest therein. IRS 19 and the Foundation have each entered into an investment advisory agreement with Legion Partners Asset Management, LLC , a Delaware limited liability company ("Legion Partners"), pursuant to which Christopher Kiper ("Mr. Kiper") and Bradley Vizi ("Mr. Vizi") on behalf of Legion Partners, exclusively manage IRS 19's and the Foundation's investment in the Issuer and have certain discretion with respect to purchase and sales of Common Stock of the Issuer. As a result, Legion Partners, Mr. Kiper and Mr. Vizi may be deemed to have shared dispositive power with respect to the shares held by IRS 19 and the Foundation. Legion Partners, Mr. Kiper and Mr. Vizi each disclaims beneficial ownership of shares of Common Stock of the Issuer owned by each other except to the extent of his or its pecuniary interest therein. Mr. Kiper directly owns 22,000 shares of Common Stock of the Issuer and Mr. Vizi directly owns 1,000 shares of Common Stock of the Issuer. IRS PARTNERS NO. 19, L.P.; By: M2O, Inc., its General Partner; By: /s/Bradley Vizi as Attorney-in-Fact for Michael O'Connell, Chief Executive Officer 2013-12-31 The Leonetti/O'Connell Family Foundation; By: /s/ Bradley Vizi as Attorney-in-Fact for Michael O'Connell, Secretary, Chief Financial Officer and Director 2013-12-31 M2O, INC.; By: /s/ Bradley Vizi as Attorney-in-Fact for Michael O'Connell, Chief Executive Officer 2013-12-31 The Michael F. O'Connell and Margo L. O'Connell Revocable Trust; By: /s/Bradley Vizi as Attorney-in-Fact for Michael O'Connell, Trustee 2013-12-31 /s/Bradley Vizi as Attorney-in-Fact for Michael O'Connell 2013-12-31 Legion Partners Asset Management, LLC; By /s/ Bradley Vizi, Partner 2013-12-31 /s/ Christopher Kiper 2013-12-31 /s/ Bradley Vizi 2013-12-31