0001144204-18-000333.txt : 20180103 0001144204-18-000333.hdr.sgml : 20180103 20180103062229 ACCESSION NUMBER: 0001144204-18-000333 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171228 FILED AS OF DATE: 20180103 DATE AS OF CHANGE: 20180103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tirpak Bradley M CENTRAL INDEX KEY: 0001484439 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23367 FILM NUMBER: 18503300 MAIL ADDRESS: STREET 1: 50 ORCHARD ST. CITY: NEW YORK STATE: NY ZIP: 10002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BIRNER DENTAL MANAGEMENT SERVICES INC CENTRAL INDEX KEY: 0000948072 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] IRS NUMBER: 841307044 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1777 S. HARRISON STREET, STREET 2: SUITE 1400 CITY: DENVER STATE: CO ZIP: 80210 BUSINESS PHONE: 3036910680 MAIL ADDRESS: STREET 1: 1777 S. HARRISON STREET, STREET 2: SUITE 1400 CITY: DENVER STATE: CO ZIP: 80210 3 1 tv482427_3.xml OWNERSHIP DOCUMENT X0206 3 2017-12-28 1 0000948072 BIRNER DENTAL MANAGEMENT SERVICES INC BDMS 0001484439 Tirpak Bradley M C/O PALM VENTURES LLC 19 WEST ELM STREET GREENWICH CT 06830 1 0 1 0 Palm Global Small Cap Master Fund LP (the "Fund") and Palm Active Dental, LLC (the "LLC") hold an aggregate of 1,000,000 shares of Common Stock issuable upon the conversion of certain securities, which represent approximately 34.8% of the Company's outstanding shares of Common Stock (assuming conversion of the securities). The Fund and the LLC directly own Convertible Senior Subordinated Loan Notes (the "Notes") and Series A Convertible Preferred Stock, which are both convertible at any time at the option of the holder into Series B Convertible Preferred Stock, which Series B Convertible Preferred Stock is convertible at any time at the option of the holder into shares of Common Stock. Upon the conversion of the Notes and Series A Convertible Preferred Stock into Series B Convertible Preferred Stock and the Series B Convertible Preferred Stock into Common Stock, the Fund and the LLC will collectively directly own 998,000 and 2,000 shares of Common Stock, respectively. Palm Management (US) LLC serves as an investment manager to the Fund. The Reporting Person disclaims beneficial ownership of these securities. /s/ Bradley M. Tirpak 2018-01-02