0001567619-20-005837.txt : 20200306 0001567619-20-005837.hdr.sgml : 20200306 20200306164119 ACCESSION NUMBER: 0001567619-20-005837 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200304 FILED AS OF DATE: 20200306 DATE AS OF CHANGE: 20200306 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hudson Executive Capital LP CENTRAL INDEX KEY: 0001652522 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33365 FILM NUMBER: 20695374 BUSINESS ADDRESS: STREET 1: 570 LEXINGTON AVENUE, 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 521-8495 MAIL ADDRESS: STREET 1: 570 LEXINGTON AVENUE, 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEC Management GP LLC CENTRAL INDEX KEY: 0001700567 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33365 FILM NUMBER: 20695375 BUSINESS ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 521-8495 MAIL ADDRESS: STREET 1: 1185 AVENUE OF THE AMERICAS, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Braunstein Douglas L CENTRAL INDEX KEY: 0001495110 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33365 FILM NUMBER: 20695376 MAIL ADDRESS: STREET 1: HUDSON EXECUTIVE CAPITAL LP STREET 2: 570 LEXINGTON AVENUE, 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: USA TECHNOLOGIES INC CENTRAL INDEX KEY: 0000896429 STANDARD INDUSTRIAL CLASSIFICATION: CALCULATING & ACCOUNTING MACHINES (NO ELECTRONIC COMPUTERS) [3578] IRS NUMBER: 232679963 STATE OF INCORPORATION: PA FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 100 DEERFIELD LANE STREET 2: SUITE 300 CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6109890340 MAIL ADDRESS: STREET 1: 100 DEERFIELD LANE STREET 2: SUITE 300 CITY: MALVERN STATE: PA ZIP: 19355 FORMER COMPANY: FORMER CONFORMED NAME: USA ENTERTAINMENT CENTER INC DATE OF NAME CHANGE: 19931029 4 1 doc1.xml FORM 4 X0306 4 2020-03-04 0 0000896429 USA TECHNOLOGIES INC USAT 0001652522 Hudson Executive Capital LP 570 LEXINGTON AVENUE, 35TH FLOOR NEW YORK NY 10022 0 0 1 0 0001700567 HEC Management GP LLC 570 LEXINGTON AVENUE, 35TH FLOOR NEW YORK NY 10022 0 0 1 0 0001495110 Braunstein Douglas L 570 LEXINGTON AVENUE, 35TH FLOOR NEW YORK NY 10022 0 0 1 0 Long Put Option (right to sell) 7.00 2020-03-04 4 J 0 5300 0.70 A 2020-03-20 2020-03-20 Common Stock 530000 0 I See footnotes Order executed by the Reporting Persons (defined below) to close out the outstanding short put option (obligation to buy), for 530,000 shares of common stock of USA Technologies Inc. (the "Company"), as reported by the Reporting Persons on a Form 4 filed with the Securities and Exchange Commission on August 5, 2019, and as amended on March 6, 2020. This outstanding put option was in place before the board of directors of the Company adopted a shareholder rights plan on October 18, 2019. If the Reporting Persons had not closed out this outstanding put option, then it is possible that the counterparty thereto could have exercised it on the expiration date of March 20, 2020, and required the Reporting Persons to acquire additional shares of common stock of the Company. By closing out the position, this is no longer possible. In addition to Hudson Executive Capital LP, a Delaware limited partnership ("Hudson Executive"), this Form 4 is being filed jointly by HEC Management GP LLC, a Delaware limited liability company ("Management GP"), and Douglas L. Braunstein, a citizen of the United States of America (together with Hudson Executive and Management GP, the "Reporting Persons"), each of whom has the same business address as Hudson Executive and may be deemed to have a pecuniary interest in the securities reported on this Form 4 (the "Subject Securities"). Hudson Executive, as the investment adviser to certain affiliated investment funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. Management GP, as the general partner of Hudson Executive, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Braunstein's position as Managing Partner of Hudson Executive and Managing Member of Management GP, Mr. Braunstein may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein. HUDSON EXECUTIVE CAPITAL LP, By: HEC Management GP LLC, its general partner, By: /s/ Douglas L. Braunstein, Name: Douglas L. Braunstein, Title: Managing Member 2020-03-06 HEC MANAGEMENT GP LLC, By: /s/ Douglas L. Braunstein, Name: Douglas L. Braunstein, Title: Managing Member 2020-03-06 DOUGLAS L. BRAUNSTEIN, /s/ Douglas L. Braunstein 2020-03-06