0001104659-20-100926.txt : 20200831 0001104659-20-100926.hdr.sgml : 20200831 20200831184057 ACCESSION NUMBER: 0001104659-20-100926 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200827 FILED AS OF DATE: 20200831 DATE AS OF CHANGE: 20200831 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spring Mountain Capital, LLC CENTRAL INDEX KEY: 0001549455 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152904 BUSINESS ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 292-8300 MAIL ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spring Mountain Capital G.P., LLC CENTRAL INDEX KEY: 0001549593 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152905 BUSINESS ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 292-8300 MAIL ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMC Private Equity Holdings GP, LLC CENTRAL INDEX KEY: 0001763297 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152906 BUSINESS ADDRESS: STREET 1: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122928300 MAIL ADDRESS: STREET 1: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMC Private Equity Holdings, LP CENTRAL INDEX KEY: 0001581493 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152907 BUSINESS ADDRESS: STREET 1: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 292-8300 MAIL ADDRESS: STREET 1: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMC Select Co-Investment I GP, LLC CENTRAL INDEX KEY: 0001549445 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152908 BUSINESS ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 292-8300 MAIL ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMC Select Co-Investment Fund I LP CENTRAL INDEX KEY: 0001414754 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152909 BUSINESS ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: New York STATE: NY ZIP: 10022 BUSINESS PHONE: 212-292-8300 MAIL ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: New York STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Steffens John CENTRAL INDEX KEY: 0001373619 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152910 MAIL ADDRESS: STREET 1: C/O COLONY NORTHSTAR, INC. STREET 2: 515 S. FLOWER ST., 44TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ho Gregory P. CENTRAL INDEX KEY: 0001549584 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14605 FILM NUMBER: 201152911 MAIL ADDRESS: STREET 1: C/O SPRING MOUNTAIN CAPITAL, LP STREET 2: 650 MADISON AVENUE, 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GIGA TRONICS INC CENTRAL INDEX KEY: 0000719274 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 942656341 STATE OF INCORPORATION: CA FISCAL YEAR END: 0328 BUSINESS ADDRESS: STREET 1: 5990 GLEASON DR CITY: DUBLIN STATE: CA ZIP: 94568 BUSINESS PHONE: 9253294650 MAIL ADDRESS: STREET 1: 5990 GLEASON DR CITY: DUBLIN STATE: CA ZIP: 94568 4 1 tm2029949-2_4.xml FORM 4 X0306 4 2020-08-27 1 0000719274 GIGA TRONICS INC GIGA 0001549455 Spring Mountain Capital, LLC 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001549593 Spring Mountain Capital G.P., LLC C/O SPRING MOUNTAIN CAPITAL 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001763297 SMC Private Equity Holdings GP, LLC C/O SPRING MOUNTAIN CAPITAL 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001581493 SMC Private Equity Holdings, LP C/O SPRING MOUNTAIN CAPITAL 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001549445 SMC Select Co-Investment I GP, LLC C/O SPRING MOUNTAIN CAPITAL 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001414754 SMC Select Co-Investment Fund I LP C/O SPRING MOUNTAIN CAPITAL 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001373619 Steffens John C/O SPRING MOUNTAIN CAPITAL 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 0001549584 Ho Gregory P. C/O SPRING MOUNTAIN CAPITAL 650 MADISON AVENUE, 20TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock 2020-08-27 4 S 0 62715 3.86 D 0 D Series B Convertible Voting Perpetual Preferred Stock 2020-08-27 4 S 0 8704.44 81.77 D Common Stock 58030 0 D Series C Convertible Voting Perpetual Preferred Stock 2020-08-27 4 S 0 3020.35 54.26 D Common Stock 20136 0 D Series D Convertible Voting Perpetual Preferred Stock 2020-08-27 4 S 0 5111.86 53.15 D Common Stock 34079 0 D Represents shares of common stock of Issuer disposed of directly by the Reporting Persons as follows: 33,305 shares by SMC Select Co-Investment Fund I, LP ("SMC Co-Investment LP") and 29,410 shares by SMC Private Equity Holdings, LP ("SMC PE LP"). Each of the Series B Convertible Voting Perpetual Preferred Stock ("Series B Preferred Stock"), Series C Convertible Voting Perpetual Preferred Stock ("Series C Preferred Stock") and Series D Convertible Voting Perpetual Preferred Stock ("Series D Preferred Stock") was convertible at any time upon request and was initially convertible into shares of common stock on a 1:100 basis. Each such class of stock had no expiration date. Represents shares of Series B Preferred Stock disposed of by the Reporting Persons as follows: 6,885.52 shares by SMC Co-Investment LP, 97.54 shares by Spring Mountain Capital G.P., LLC and 1,721.38 shares by Mr. Steffens. Represents shares of Series C Preferred Stock disposed of by the Reporting Persons as follows: 1,476.19 shares by SMC Co-Investment LP, 82.81 shares by Spring Mountain Capital G.P., LLC and 1,461.34 shares by Mr. Steffens. Represents shares of Series D Preferred Stock disposed of by the Reporting Persons as follows: 700.28 shares by SMC Co-Investment LP and 4,411.58 shares by SMC PE LP. As reported by the Issuer on Form 8-K, on December 12, 2019 the Issuer effected a 1 for 15 reverse stock split. The number of shares of common stock indicated in this Statement reflects the post-split number of shares disposed of. All warrants previously acquired by the Reporting Persons and disclosed in its Form 3 filed on January 9, 2019 expired without any portion being exercised. As a result of the transactions reported herein, the Reporting Persons were completely divested of the shares of Issuer's securities. SPRING MOUNTAIN CAPITAL, LLC By: /s/ Gregory P. Ho, Managing Member 2020-08-31 SPRING MOUNTAIN CAPITAL G.P., LLC By: /s/ Gregory P. Ho, Managing Member 2020-08-31 SMC PRIVATE EQUITY HOLDINGS G.P., LLC By: Spring Mountain Capital G.P., LLC, Managing Member, /s/ Gregory P. Ho, Managing Member 2020-08-31 SMC PRIVATE EQUITY HOLDINGS, LP By: SMC Private Equity Holdings G.P., LLC, General Partner, By: Spring Mountain Capital G.P., LLC, Managing Member, /s/ Gregory P. Ho, Managing Member 2020-08-31 SMC SELECT CO-INVESTMENT FUND I, LP By: SMC Select Co-Investment I GP, LLC, General Partner By: Spring Mountain Capital G.P., LLC, Managing Member, /s/ Gregory P. Ho, Managing Member 2020-08-31 SMC SELECT CO-INVESTMENT I GP, LLC By: Spring Mountain Capital G.P., LLC, Managing Member, /s/ Gregory P. Ho, Managing Member 2020-08-31 /s/ John L. Steffens 2020-08-31 /s/ Gregory P. Ho 2020-08-31