Adept Technology, Inc.
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(Name of Issuer)
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Common Stock, par value $0.001 per share
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(Title of Class of Securities)
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006854202
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(CUSIP Number)
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July 28, 2015
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(Date of Event Which Requires Filing of this Statement)
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o | Rule 13d-1(b) |
x | Rule 13d-1(c) |
o | Rule 13d-1(d) |
1
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NAME OF REPORTING PERSON
Kenneth Rainin Foundation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) o
(b) o
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3
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SEC USE ONLY
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||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
509,561
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6
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SHARED VOTING POWER
- 0 -
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||
7
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SOLE DISPOSITIVE POWER
509,561
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||
8
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SHARED DISPOSITIVE POWER
- 0 -
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||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
509,561
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||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.5%
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||
12
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TYPE OF REPORTING PERSON
CO
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1
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NAME OF REPORTING PERSON
Kenneth Rainin Charitable Lead Annuity Trust No. 1 dtd 03/26/90
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
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SEC USE ONLY
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||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
57,353
|
|
6
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SHARED VOTING POWER
- 0 -
|
||
7
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SOLE DISPOSITIVE POWER
57,353
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||
8
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SHARED DISPOSITIVE POWER
- 0 -
|
||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,353
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||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1%
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||
12
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TYPE OF REPORTING PERSON
OO
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1
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NAME OF REPORTING PERSON
Kenneth Rainin Charitable Lead Annuity Trust No. 2 dtd 03/26/90
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
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SEC USE ONLY
|
||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA
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||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
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SOLE VOTING POWER
101,918
|
|
6
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SHARED VOTING POWER
- 0 -
|
||
7
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SOLE DISPOSITIVE POWER
101,918
|
||
8
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SHARED DISPOSITIVE POWER
- 0 -
|
||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
101,918
|
||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 1%
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||
12
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TYPE OF REPORTING PERSON
OO
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1
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NAME OF REPORTING PERSON
Kenneth Rainin Charitable Lead Annuity Trust No. 3 dtd 03/26/90
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
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SEC USE ONLY
|
||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
739,249
|
|
6
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SHARED VOTING POWER
- 0 -
|
||
7
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SOLE DISPOSITIVE POWER
739,249
|
||
8
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SHARED DISPOSITIVE POWER
- 0 -
|
||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
739,249*
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||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1%
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||
12
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TYPE OF REPORTING PERSON
OO
|
1
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NAME OF REPORTING PERSON
Rainin Group, LLC
|
||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
739,249
|
|
6
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SHARED VOTING POWER
- 0 -
|
||
7
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SOLE DISPOSITIVE POWER
739,249
|
||
8
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SHARED DISPOSITIVE POWER
- 0 -
|
||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
739,249
|
||
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1%
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||
12
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TYPE OF REPORTING PERSON
OO
|
1
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NAME OF REPORTING PERSON
Jennifer Rainin
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
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SEC USE ONLY
|
||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
- 0 -
|
|
6
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SHARED VOTING POWER
739,249
|
||
7
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SOLE DISPOSITIVE POWER
- 0 -
|
||
8
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SHARED DISPOSITIVE POWER
739,249
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||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
739,249
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1%
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||
12
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TYPE OF REPORTING PERSON
IN
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1
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NAME OF REPORTING PERSON
Robert Stockman
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
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SEC USE ONLY
|
||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
- 0 -
|
|
6
|
SHARED VOTING POWER
739,249
|
||
7
|
SOLE DISPOSITIVE POWER
- 0 -
|
||
8
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SHARED DISPOSITIVE POWER
739,249
|
||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
739,249
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1%
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||
12
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TYPE OF REPORTING PERSON
IN
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Item 1(a).
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Name of Issuer:
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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Item 2(a).
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Name of Person Filing:
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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Item 2(c).
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Citizenship:
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Item 2(d).
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Title of Class of Securities:
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Item 2(e).
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CUSIP Number:
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Item 3.
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If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
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/x/
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Not applicable.
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(a)
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/ /
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Broker or dealer registered under Section 15 of the Exchange Act.
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(b)
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/ /
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Bank as defined in Section 3(a)(6) of the Exchange Act.
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(c)
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/ /
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Insurance company as defined in Section 3(a)(19) of the Exchange Act.
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(d)
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/ /
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Investment company registered under Section 8 of the Investment Company Act.
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(e)
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/ /
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
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(f)
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/ /
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
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(g)
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/ /
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
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(h)
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/ /
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
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(i)
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/ /
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
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(j)
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/ /
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Non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J).
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(k)
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/ /
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Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned:
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As of the close of business on July 28, 2015:
|
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(i)
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The Rainin Foundation directly owned 509,561 Shares;
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(ii)
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Rainin Trust 1 directly owned 57,353 Shares;
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(iii)
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Rainin Trust 2 directly owned 101,918 Shares;
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(iv)
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Rainin Trust 3 directly owned 70,417 Shares, and as the managing member of Rainin Group, which serves as the investment manager of each of the Rainin Foundation, Rainin Trust 1, Rainin Trust 2 and Rainin Trust 3, Rainin Trust 3 may be deemed the beneficial owner of an aggregate of 739,249 Shares, consisting of the (i) 509,561 Shares owned by the Rainin Foundation, (ii) 57,353 Shares owned by Rainin Trust 1, (iii) 101,918 Shares owned by Rainin Trust 2 and (iv) 70,417 Shares owned by Rainin Trust 3;
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(v)
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Rainin Group, as the investment manager of each of the Rainin Foundation, Rainin Trust 1, Rainin Trust 2 and Rainin Trust 3, may be deemed the beneficial owner of an aggregate of 739,249 Shares, consisting of the (i) 509,561 Shares owned by the Rainin Foundation, (ii) 57,353 Shares owned by Rainin Trust 1, (iii) 101,918 Shares owned by Rainin Trust 2 and (iv) 70,417 Shares owned by Rainin Trust 3; and
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(vi)
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Ms. Rainin and Mr. Stockman, as trustees of each of Rainin Trust 1, Rainin Trust 2 and Rainin Trust 3, may be deemed the beneficial owners of an aggregate of 739,249 Shares, consisting of the (i) 509,561 Shares owned by the Rainin Foundation, (ii) 57,353 Shares owned by Rainin Trust 1, (iii) 101,918 Shares owned by Rainin Trust 2 and (iv) 70,417 Shares owned by Rainin Trust 3.
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(b)
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Percent of class:
|
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(c)
|
Number of shares as to which such person has:
|
|
(i)
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Sole power to vote or to direct the vote:
|
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(ii)
|
Shared power to vote or to direct the vote:
|
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(iii)
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Sole power to dispose or to direct the disposition of:
|
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(iv)
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Shared power to dispose or to direct the disposition of:
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certifications.
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Kenneth Rainin Foundation
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|||
By:
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/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
President, CEO and Director
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Kenneth Rainin Charitable Lead Annuity Trust No. 1 dtd 03/26/90
|
|||
By:
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/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
Kenneth Rainin Charitable Lead Annuity Trust No. 2 dtd 03/26/90
|
|||
By:
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/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
Kenneth Rainin Charitable Lead Annuity Trust No. 3 dtd 03/26/90
|
|||
By:
|
/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
Rainin Group, LLC
|
|||
By:
|
Kenneth Rainin Charitable Lead Annuity
Trust No. 3 dtd 03/26/90,
Managing Member
|
||
By:
|
/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
/s/ Jennifer Rainin
|
|
Jennifer Rainin
|
/s/ Robert Stockman
|
|
Robert Stockman
|
Kenneth Rainin Foundation
|
|||
By:
|
/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
President, CEO and Director
|
Kenneth Rainin Charitable Lead Annuity Trust No. 1 dtd 03/26/90
|
|||
By:
|
/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
Kenneth Rainin Charitable Lead Annuity Trust No. 2 dtd 03/26/90
|
|||
By:
|
/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
Kenneth Rainin Charitable Lead Annuity Trust No. 3 dtd 03/26/90
|
|||
By:
|
/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
Rainin Group, LLC
|
|||
By:
|
Kenneth Rainin Charitable Lead Annuity
Trust No. 3 dtd 03/26/90,
Managing Member
|
||
By:
|
/s/ Jennifer Rainin
|
||
Name:
|
Jennifer Rainin
|
||
Title:
|
Trustee
|
/s/ Jennifer Rainin
|
|
Jennifer Rainin
|
/s/ Robert Stockman
|
|
Robert Stockman
|