UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________
|
SCHEDULE 13D
|
Under the Securities Exchange Act of 1934
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(Amendment No. 19)
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____________
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ValueVision Media, Inc.
|
(Name of Issuer)
|
Common Stock, $0.01 par value per share
|
(Title of class of securities)
|
92047K-10-7
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(CUSIP Number)
|
Vincent Erardi
Senior Managing Director, Chief Financial Officer and Treasurer
GE Capital Equity Investments, Inc.
201 Merritt 7
Norwalk, CT 06851
(203) 229-5000
|
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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November 5, 2014
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rules 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [_].
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CUSIP No. 92047K-10-7
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13D
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Page 2
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1
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NAME OF REPORTING PERSONS
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GE Capital Equity Investments, Inc.
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|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) [_]
(b) [x]
|
|||||
3
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SEC USE ONLY
|
||||||
4
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SOURCE OF FUNDS:
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Not applicable
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|||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
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[_]
|
|||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION:
|
Delaware
|
|||||
NUMBER OF
SHARES
|
7
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SOLE VOTING POWER:
|
4,478,333 (see Item 5)
|
||||
BENEFICIALLY
OWNED BY
|
8
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SHARED VOTING POWER:
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0 (see Item 5)
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||||
EACH
REPORTING
|
9
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SOLE DISPOSITIVE POWER:
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4,478,333 (see Item 5)
|
||||
PERSON
WITH
|
10
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SHARED DISPOSITIVE POWER:
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0 (see Item 5)
|
||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 4,478,333 (see Item 5)
|
||||||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
|
[_]
|
|||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 8.1% (see Item 5)
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||||||
14
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TYPE OF REPORTING PERSON:
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CO
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CUSIP No. 92047K-10-7
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13D
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Page 3
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1
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NAME OF REPORTING PERSON:
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General Electric Capital Corporation
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|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) [_]
(b) [x]
|
|||||
3
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SEC USE ONLY
|
||||||
4
|
SOURCE OF FUNDS:
|
Not applicable
|
|||||
5
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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
|
7
|
SOLE VOTING POWER:
|
4,478,333 (see Item 5)
|
||||
BENEFICIALLY
OWNED BY
|
8
|
SHARED VOTING POWER:
|
0 (see Item 5)
|
||||
EACH
REPORTING
|
9
|
SOLE DISPOSITIVE POWER:
|
4,478,333 (see Item 5)
|
||||
PERSON
WITH
|
10
|
SHARED DISPOSITIVE POWER:
|
0 (see Item 5)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 4,478,333 (see Item 5)
|
||||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
|
[_]
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 8.1% (see Item 5)
|
||||||
14
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TYPE OF REPORTING PERSON:
|
CO
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CUSIP No. 92047K-10-7
|
13D
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Page 4
|
1
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NAME OF REPORTING PERSON:
|
General Electric Company
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) [_]
(b) [x]
|
|||||
3
|
SEC USE ONLY
|
||||||
4
|
SOURCE OF FUNDS:
|
Not applicable
|
|||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
|
[_]
|
|||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION:
|
New York
|
|||||
NUMBER OF
SHARES
|
7
|
SOLE VOTING POWER:
|
Disclaimed (see 11 below)
|
||||
BENEFICIALLY
OWNED BY
|
8
|
SHARED VOTING POWER:
|
0
|
||||
EACH
REPORTING
|
9
|
SOLE DISPOSITIVE POWER:
|
Disclaimed (see 11 below)
|
||||
PERSON
WITH
|
10
|
SHARED DISPOSITIVE POWER:
|
0
|
||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: Beneficial ownership of all shares disclaimed by General Electric Company
|
||||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
|
[_]
|
|||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): Not applicable (see 11 above)
|
||||||
14
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TYPE OF REPORTING PERSON:
|
CO
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Item 2.
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Identity and Background.
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Item 7.
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Materials to be Filed as Exhibits.
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Exhibit 47
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Power of Attorney (General Electric Capital Corporation).
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Exhibit 48
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Power of Attorney (General Electric Company).
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GE CAPITAL EQUITY INVESTMENTS, INC.
|
|||
By:
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/s/ Patrick Kocsi
|
||
Name:
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Patrick Kocsi
|
||
Title:
|
President and CEO
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GENERAL ELECTRIC CAPITAL CORPORATION
|
|||
By:
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/s/ Patrick Kocsi
|
||
Name:
|
Patrick Kocsi
|
||
Title:
|
Attorney-in-fact
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GENERAL ELECTRIC COMPANY
|
|||
By:
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/s/ Patrick Kocsi
|
||
Name:
|
Patrick Kocsi
|
||
Title:
|
Attorney-in-fact
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Exhibit 47
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Power of Attorney (General Electric Capital Corporation).
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Exhibit 48
|
Power of Attorney (General Electric Company).
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NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
Patrick Kocsi
|
GE Capital Equity Investments, Inc.
201 Merritt 7
Norwalk, CT 06851
|
President & CEO, GE Capital Equity Investments, Inc.
|
NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
Patrick Kocsi
|
GE Capital Equity Investments, Inc.
201 Merritt 7
Norwalk, CT 06851
|
President & CEO, GE Capital Equity Investments, Inc.
|
Vincent Erardi
|
GE Capital Equity Investments, Inc.
201 Merritt 7
Norwalk, CT 06851
|
Senior Managing Director, Chief Financial Officer and Treasurer, GE Capital Equity Investments, Inc.
|
NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
Jeffrey S. Bornstein
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Chief Financial Officer – General Electric Company
|
William H. Cary
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chief Operating Officer and President, General Electric Capital Corporation
|
Brackett B. Denniston III
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Senior Vice President and General Counsel – General Electric Company
|
Robert C. Green
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chief Financial Officer, General Electric Capital Corporation
|
Jeffrey R. Immelt
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Chairman and Chief Executive Officer, General Electric Company
|
Keith S. Sherin
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chief Executive Officer, General Electric Capital Corporation
|
Ryan A. Zanin
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chief Risk Officer, General Electric Capital Corporation
|
NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
|
Keith S. Sherin
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chairman of the Board President and Chief Executive Officer – General Electric Capital Corporation
|
|
Thomas C. Gentile
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chief Operating Officer and President, General Electric Capital Corporation
|
|
William H. Cary
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chief Operating Officer and President, General Electric Capital Corporation
|
|
Robert C. Green
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Chief Financial Officer, General Electric Capital Corporation
|
|
Daniel C. Janki
|
General Electric Capital Corporation
201 High Ridge Road
Stamford, CT 06927
|
Senior Vice President, Corporate Treasury and Global Funding Operation - General Electric Capital Corporation
|
|
Ryan A. Zanin
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Senior Vice President, Risk Chief Officer- General Electric Capital Corporation
|
|
Walter F. Ielusic
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Vice President and Controller – General Electric Capital Corporation
|
|
Alex Dimitrief
|
General Electric Capital Corporation
901 Main Avenue
Norwalk, CT 06851
|
Senior Vice President and General
Counsel - General Electric Capital Corporation
|
|
Christoph Pereira
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Vice President, Deputy General Counsel and Secretary - General Electric Company
|
NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
W. Geoffrey Beattie
|
Generation Capital
1 Toronto Street
Suite 202
Toronto, Canada M5C2V6
|
Chief Executive Officer, Generation Capital
|
John J. Brennan
|
The Vanguard Group, Inc.
100 Vanguard Boulevard
Malvern, PA 19355
|
Chairman Emeritus and Senior Advisor, The Vanguard Group, Inc. (global investment management)
|
Dr. James I. Cash, Jr.
|
The Cash Catalyst LLC
c/o Sharon Randall
Highland Capital Partners
One Broadway, 16th Floor
Cambridge, MA 02142
|
Emeritus James E. Robison Professor of Business Administration, Harvard Graduate School of Business
|
Francisco D’Souza
|
Cognizant Technology Solutions
Corporation
Glenpointe Centre West
50 Frank W. Burr Blvd.
Teaneck, NJ 07666
|
Chief Executive Officer, Cognizant Technology Solutions Corporation (global information technology, consulting and business process outsourcing)
|
Marijn E. Dekkers
|
Bayer AG
Kaiser-Wilhelm-Allee 1
Building WII
51368 Leverkusen, Germany
|
Chairman of the Management Board, Bayer AG (global healthcare, crop science and material science)
|
Ann M. Fudge
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Former Chairman and Chief Executive Officer, Young & Rubicam Group (global marketing communications network)
|
Dr. Susan J. Hockfield
|
Massachusetts Institute of Technology
77 Massachusetts Avenue
Room 76-461
Cambridge, MA 02139
|
President Emerita and Professor of Neuroscience, Massachusetts Institute of Technology
|
Jeffrey R. Immelt
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Chairman of the Board and Chief Executive Officer, General Electric Company
|
NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
Andrea Jung
|
Grameen America
1460 Broadway
New York, NY 10036
|
President and CEO, Grameen America (nonprofit microfinance organization)
|
Robert W. Lane
|
John Hancock Center
875 N. Michigan Avenue
Suite 3940
Chicago, IL 60611
|
Former Chairman of the Board and Chief Executive Officer, Deere & Company (agricultural, construction and forestry equipment)
|
Rochelle B. Lazarus
|
Ogilvy & Mather Worldwide
636 11th Avenue
New York, NY 10036-2010
|
Chairman Emeritus of the Board and former Chief Executive Officer, Ogilivy & Mather Worldwide (global marketing communications company)
|
James J. Mulva
|
ConocoPhillips
600 North Dairy Ashford Road
Houston, Texas 77079
|
Retired Chairman of the Board and Chief Executive Officer, ConocoPhillips (international integrated energy company)
|
James E. Rohr
|
The PNC Financial Services Group, Inc.
One PNC Plaza
249 Fifth Avenue
Pittsburgh, PA 15222-2707
|
Former Chairman of the Board and Chief Executive Officer, The PNC Financial Services Group, Inc. (financial services)
|
Mary L. Schapiro
|
Promontory Financial Group LLC
The Office of Mary Schapiro
801 17th Street, NW 11th Floor
Washington, DC 20006
|
Vice Chair, Advisory Board of Promontory Financial Group (consulting firm)
|
Robert J. Swieringa
|
Cornell University
337 Sage Hall
Ithaca, NY 14853-6201
|
Professor of Accounting and former Anne and Elmer Lindseth Dean, Johnson Graduate School of Management
|
James S. Tisch
|
Loews Corporation
667 Madison Avenue
New York, NY 10065-8087
|
President and Chief Executive Officer, Loews Corporation (diversified holding company)
|
NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
Douglas A. Warner III
|
c/o J. P. Morgan Chase & Co.
277 Park Avenue
35th Floor
New York, NY 10172
|
Former Chairman of the Board, J.P. MorganChase & Co. (investment banking)
|
W. Geoffrey Beattie
|
Canada
|
|
Marijn E. Dekkers
|
Dutch & USA
|
|
Andrea Jung
|
Canada
|
|
All Others
|
U.S.A.
|
NAME
|
PRESENT
BUSINESS ADDRESS
|
PRESENT
PRINCIPAL OCCUPATION
|
Jeffrey R. Immelt
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Chairman of the Board and Chief Executive Officer
|
Jeffrey S. Bornstein
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Senior Vice President and Chief Financial Officer
|
Elizabeth J. Comstock
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Senior Vice President, Chief Marketing Officer
|
Brackett B. Denniston III
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Senior Vice President and General Counsel
|
Jan R. Hauser
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Vice President, Controller & Chief Accounting Officer
|
Daniel C. Heintzelman
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Vice Chairman, Enterprise Risk and Operations
|
Susan P. Peters
|
General Electric Company
3135 Easton Turnpike
Fairfield, CT 06828
|
Senior Vice President, Human Resources
|
John G. Rice
|
General Electric Company
Room 3303-3308, 33rd Floor
One Exchange Square
Hong Kong
|
Vice Chairman of General Electric Company; President & CEO, Global Growth & Operations
|
Keith S. Sherin
|
General Electric Company
901 Main Avenue
Norwalk, CT 06851
|
Vice Chairman of General Electric Company; Chairman & CEO, GE Capital
|
Entity
|
Trade Date
(M/D/Y)
|
Transaction
|
Number of
Shares of
Common
Stock*
|
Price per
Share*
|
Price Range*
|
||||
GECEI
|
9/18/2014
|
Sale
|
89,755
|
$5.4744
|
$5.44
|
$5.55
|
|||
GECEI
|
9/19/2014
|
Sale
|
46,250
|
$5.4589
|
$5.40
|
$5.65
|
|||
GECEI
|
9/22/2014
|
Sale
|
14,890
|
$5.3515
|
$5.34
|
$5.38
|
|||
GECEI
|
9/23/2014
|
Sale
|
2,200
|
$5.3407
|
$5.34
|
$5.35
|
|||
GECEI
|
9/24/2014
|
Sale
|
10,336
|
$5.3501
|
$5.34
|
$5.40
|
|||
GECEI
|
10/28/2014
|
Sale
|
79,482
|
$5.4653
|
$5.38
|
$5.60
|
|||
GECEI
|
10/29/2014
|
Sale
|
47,694
|
$5.5288
|
$5.47
|
$5.68
|
|||
GECEI
|
10/30/2014
|
Sale
|
44,677
|
$5.5150
|
$5.47
|
$5.59
|
|||
GECEI
|
10/31/2014
|
Sale
|
103,508
|
$5.7206
|
$5.55
|
$5.80
|
|||
GECEI
|
11/3/2014
|
Sale
|
49,600
|
$5.7769
|
$5.69
|
$5.82
|
|||
GECEI
|
11/4/2014
|
Sale
|
36,608
|
$5.8869
|
$5.74
|
$5.95
|
|||
GECEI
|
11/5/2014
|
Sale
|
55,408
|
$5.8367
|
$5.80
|
$5.91
|
Alex Dimitrief
|
Dan Henson
|
|
Eileen Brumback
|
Barbara Lane
|
|
Carlos Carrasquillo
|
David Nason
|
|
Maryanne Courtney
|
David L. Lloyd
|
|
Barbara Daniele
|
James Ungari
|
|
Peter Cooke
|
Michael Pastore
|
|
Patrick Kocsi
|
Paul Halas
|
|
Frank Ertl
|
Barbara J. Gould
|
General Electric Capital Corporation | |||
By: |
/s/ Christoph A. Pereira
|
||
Christoph A. Pereira
|
|||
Vice President and Secretary
|
/s/ Brandon Smith
|
|||
Brandon Smith
|
|||
Assistant Secretary
|
Alex Dimitrief
|
Dan Henson
|
|
Eileen Brumback
|
Barbara Lane
|
|
Carlos Carrasquillo
|
David Nason
|
|
Maryanne Courtney
|
David L. Lloyd
|
|
Barbara Daniele
|
James Ungari
|
|
Peter Cooke
|
Michael Pastore
|
|
Patrick Kocsi
|
Paul Halas
|
|
Frank Ertl
|
Barbara J. Gould
|
General Electric Company | |||
By: |
/s/ Christoph A. Pereira
|
||
Christoph A. Pereira
|
|||
Chief Corporate, Securities & Finance
Counsel and Associate Secretary
|
/s/ Brandon Smith
|
|||
Brandon Smith
|
|||
Assistant Secretary
|