0001193125-18-005917.txt : 20180108 0001193125-18-005917.hdr.sgml : 20180108 20180108160604 ACCESSION NUMBER: 0001193125-18-005917 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180108 DATE AS OF CHANGE: 20180108 SUBJECT COMPANY: 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 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-53665 FILM NUMBER: 18516507 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Radoff Bradley Louis CENTRAL INDEX KEY: 0001380585 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 1177 WEST LOOP SOUTH STREET 2: SUITE 1625 CITY: HOUSTON STATE: TX ZIP: 77027 SC 13G 1 d503627dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

 

 

Birner Dental Management Services, Inc.

(Name of Issuer)

Common Stock, without par value

(Title of Class of Securities)

091283200

(CUSIP Number)

December 29, 2017

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

 

 

 

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CUSIP No. 091283200   13G  

 

  1   

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Bradley Louis Radoff

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ☐        (b)  ☐

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

SOLE VOTING POWER

 

101,800

   6   

SHARED VOTING POWER

 

3,000

   7   

SOLE DISPOSITIVE POWER

 

101,800

   8   

SHARED DISPOSITIVE POWER

 

3,000

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

104,800

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

☐

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.6%

12  

TYPE OF REPORTING PERSON*

 

IN

 

* SEE INSTRUCTIONS BEFORE FILLING OUT

 

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SCHEDULE 13G

This Schedule 13G (this “Schedule 13G”) is being filed on behalf of Bradley Louis Radoff relating to Common Stock, without par value (the “Common Stock”), of Birner Dental Management Services, Inc., a Colorado corporation (the “Issuer”), purchased by Mr. Radoff. The shares of Common Stock reported on this Schedule 13G are held by (i) Mr. Radoff’s family foundation (the “Foundation”) and (ii) Mr. Radoff directly.

 

Item 1(a) Name of Issuer.

Birner Dental Management Services, Inc.

 

Item 1(b) Address of Issuer’s Principal Executive Offices.

1777 S. Harrison Street, Suite 1400

Denver, Colorado, 80210

 

Item 2(a) Name of Person Filing.

Mr. Bradley Louis Radoff

 

Item 2(b) Address of Principal Business Office, or, if none, Residence

1177 West Loop South

Suite 1625

Houston, Texas 77027

 

Item 2(c) Place of Organization.

Mr. Radoff is a U.S. citizen.

 

Item 2(d) Title of Class of Securities.

Common Stock, without par value (the “Common Stock”)

 

Item 2(e) CUSIP Number.

091283200

 

Item 3 Reporting Person.

The person filing is not listed in Items 3(a) through 3(j).

 

Item 4 Ownership.

 

  (a) Mr. Radoff is the beneficial owner of 104,800 shares of Common Stock. This amount consists of (i) 3,000 shares of Common Stock held by the Foundation and (ii) 101,800 shares of Common Stock held by Mr. Radoff directly.

 

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  (b) Mr. Radoff beneficially owns 104,800 shares of Common Stock, which represents approximately 5.6% of the shares of Common Stock issued and outstanding. This percentage is determined by dividing the number of shares beneficially held by Mr. Radoff by 1,872,761, the number of shares of Common Stock issued and outstanding as of November 9, 2017, as reported in the Issuer’s most recent 10-Q filed on November 11, 2017.

 

  (c) Mr. Radoff has the shared power to vote and dispose of the 3,000 shares of Common Stock held by the Foundation. Mr. Radoff has the sole power to vote and dispose of the 101,800 shares of Common Stock that he holds directly.

 

Item 5 Ownership of Five Percent or Less of a Class.

Inapplicable.

 

Item 6 Ownership of More Than Five Percent on Behalf of Another Person.

Inapplicable.

 

Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

Inapplicable.

 

Item 8 Identification and Classification of Members of the Group.

Inapplicable.

 

Item 9 Notice of Dissolution of Group.

Inapplicable.

 

Item 10 Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: January 8, 2018

 

/s/ Bradley Louis Radoff
Bradley Louis Radoff

 

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