Statement of Ownership (sc 13g)
23 Mai 2019 - 8:31PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
LSI
Industries Inc.
(Name
of Issuer)
Common
Stock
(Title
of Class of Securities)
50216C108
(CUSIP
Number)
ACCRETIVE
CAPITAL MANAGEMENT, LLC
85
Wall Street
Madison,
CT 06443
ACCRETIVE
CAPITAL PARTNERS, LLC
85
Wall Street
Madison,
CT 06443
ACCRETIVE
CAPITAL ASIA, LLC
85
Wall Street
Madison,
CT 06443
RICHARD
E. FEARON, JR.
85
Wall Street
Madison,
CT 06443
(203)
482-5805
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
May
13, 2019
(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)
þ
Rule 13d-1(c)
☐ Rule 13d-1(d)
*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided
in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section
18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 50216C108
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13G
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Page
2 of 9 Pages
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1.
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Accretive Capital Management, LLC
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a) ☐
(b)
þ
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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
USA
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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
0
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6.
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SHARED
VOTING POWER
1,400,086
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
1,400,086
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,400,086
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.40%
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12.
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TYPE
OF REPORTING PERSON (see instructions)
OO
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CUSIP No. 50216C108
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13G
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Page 3 of
9 Pages
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1.
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Accretive Capital Partners, LLC
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|
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2.
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|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a) ☐
(b)
þ
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|
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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
USA
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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
0
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|
6.
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SHARED
VOTING POWER
1,368,413
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7.
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SOLE
DISPOSITIVE POWER
0
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|
8.
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SHARED
DISPOSITIVE POWER
1,368,413
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,368,413
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.28%
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|
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12.
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TYPE
OF REPORTING PERSON (see instructions)
OO
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CUSIP No. 50216C108
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13G
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Page 4 of
9 Pages
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1.
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Accretive Capital Asia, LLC
|
|
|
2.
|
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a) ☐
(b)
þ
|
|
|
3.
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SEC USE
ONLY
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4.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
USA
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
|
5.
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|
SOLE
VOTING POWER
0
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6.
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SHARED
VOTING POWER
31,673
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7.
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SOLE
DISPOSITIVE POWER
0
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8.
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SHARED
DISPOSITIVE POWER
31,673
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
31,673
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.12%
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12.
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TYPE
OF REPORTING PERSON (see instructions)
OO
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CUSIP No. 50216C108
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13G
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Page 5
of 9 Pages
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1.
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Richard E. Fearon, Jr.
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|
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2.
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|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a) ☐
(b)
þ
|
|
|
3.
|
|
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.
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SOLE
VOTING POWER
0
|
|
6.
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|
SHARED
VOTING POWER
1,530,837
|
|
7.
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SOLE
DISPOSITIVE POWER
0
|
|
8.
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|
SHARED
DISPOSITIVE POWER
1,530,837
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9.
|
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,530,837
|
|
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.90%
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12.
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TYPE
OF REPORTING PERSON (see instructions)
Individual
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CUSIP No. 50216C108
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13G
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Page 6
of 9 Pages
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Item
1.
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(a)
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Name
of Issuer
LSI
Industries Inc.
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(b)
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Address
of Issuer’s Principal Executive Offices
10000
Alliance Road, Cincinnati, Ohio 45242
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Item
2.
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(a)
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Name of Person Filing
This Schedule 13G is filed on behalf of a group comprised of (1) Accretive Capital Management, LLC, (2) Accretive Capital
Partners, LLC, (3) Accretive Capital Asia, LLC, and (4) Richard E. Fearon, Jr. through his IRA Account and a Joint Account
with his spouse (collectively, the “Reporting Person”).
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(b)
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Address
of the Principal Office or, if none, residence
85 Wall Street
Madison,
CT. 06443
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(c)
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Citizenship
Richard E. Fearon, Jr. is a United States Citizen and Richard E.
Fearon, Jr. – IRA and Richard E. Fearon, Jr. – Joint Account are an individual retirement account and a joint brokerage
account, respectively, governed by the laws of the United States. Accretive Capital Management, LLC and Accretive Capital
Partners, LLC are Illinois limited liability companies governed by Illinois law and the laws of the United States. Accretive
Capital Asia, LLC is a Delaware limited liability company governed by Delaware law and the laws of the United States.
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(d)
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Title of Class of Securities
Common Stock
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(e)
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CUSIP Number
50216C108
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Item
3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person
filing is a:
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(a)
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☐
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Broker or dealer registered
under section 15 of the Act (15 U.S.C. 78o).
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(b)
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☐
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Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c).
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(c)
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☐
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Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c).
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(d)
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☐
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Investment company registered under section
8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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☐
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An investment adviser in accordance with §240.13d-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 §240.13d-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 §240.13d-1(b)(1)(ii)(G);
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(h)
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☐
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A savings associations as defined in Section
3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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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 of 1940 (15 U.S.C. 80a-3);
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(j)
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☐
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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Item
4. Ownership.
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in
Item 1.
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(a)
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Amount
beneficially owned:
Accretive
Capital Management, LLC – 1,400,086
Accretive
Capital Partners, LLC - 1,368,413
Accretive
Capital Asia, LLC - 31,673
Richard
E. Fearon, Jr. – 1,500,837
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(b)
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Percent
of class:
Accretive
Capital Management, LLC – 5.40%
Accretive
Capital Partners, LLC - 5.28%
Accretive
Capital Asia, LLC - 0.12%
Richard
E. Fearon, Jr. – 5.90%
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CUSIP No. 50216C108
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13G
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Page 7
of 9 Pages
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(c)
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Number of shares as to which the
person has:
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(i)
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Sole
power to vote or to direct the vote
Accretive
Capital Management, LLC - 0
Accretive
Capital Partners, LLC - 0
Accretive
Capital Asia, LLC - 0
Richard
E. Fearon, Jr. – 0
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(ii)
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Shared
power to vote or to direct the vote
Accretive
Capital Management, LLC – 1,400,086
Accretive
Capital Partners, LLC – 1,368,413
Accretive
Capital Asia, LLC – 31,673
Richard
E. Fearon, Jr. – 1,530,837
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(iii)
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Sole
power to dispose or to direct the disposition of
Accretive
Capital Management, LLC - 0
Accretive
Capital Partners, LLC - 0
Accretive
Capital Asia, LLC - 0
Richard
E. Fearon, Jr. – 0
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(iv)
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Shared
power to dispose or to direct the disposition of
Accretive
Capital Management, LLC – 1,400,086
Accretive
Capital Partners, LLC – 1,368,413
Accretive
Capital Asia, LLC – 31,673
Richard
E. Fearon, Jr. – 1,530,837
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Instruction
.
For computations regarding securities which represent a right to acquire an underlying security
see
§240.13d-3(d)(1).
Item
5. Ownership of Five Percent or Less of a Class.
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the following ☐.
Item
6. Ownership of More than Five Percent on Behalf of Another Person.
Not
applicable.
Item
7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company.
Not
applicable.
Item
8. Identification and Classification of Members of the Group.
Not
applicable.
Item
9. Notice of Dissolution of Group.
Not
applicable.
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.
Attached
as Exhibit 1 hereto is a Joint Filing Agreement executed by the Reporting Person.
CUSIP No. 50216C108
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13G
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Page 8
of 9 Pages
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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.
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5/23/2019
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5/23/2019
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Date
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Date
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Accretive Capital Management, LLC
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Accretive Capital Partners, LLC
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By
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Accretive Capital Management, LLC
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By:
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/s/ Richard E. Fearon, Jr.
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By:
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/s/ Richard E. Fearon, Jr.
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Name: Richard E. Fearon, Jr.
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Name: Richard E. Fearon, Jr.
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Title: Managing Member
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Title: Managing Member
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5/23/2019
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5/23/2019
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Date
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Date
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Accretive Capital Asia, LLC
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Richard E. Fearon, Jr.
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By
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Accretive Capital Management, LLC
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/s/ Richard E. Fearon, Jr.
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By:
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/s/
Richard E. Fearon, Jr.
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Name:
Richard E. Fearon, Jr.
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Title: Managing Member
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CUSIP No. 50216C108
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13G
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Page 9 of
9 Pages
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EXHIBIT
1
JOINT
FILING AGREEMENT
In
accordance with Rule 13d-l(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement
containing the information required by Schedule 13G need be filed by each of the undersigned with respect to the ownership by
each of the undersigned of shares of common stock no par value per share, of LSI Industries Inc.
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5/23/2019
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5/23/2019
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Date
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Date
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Accretive Capital Management, LLC
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Accretive Capital Partners, LLC
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By Accretive Capital Management, LLC
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By:
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/s/ Richard E. Fearon, Jr.
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By:
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/s/ Richard E. Fearon, Jr.
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Name: Richard E. Fearon, Jr.
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Name: Richard E. Fearon, Jr.
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Title: Managing Member
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Title: Managing Member
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5/23/2019
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5/23/2019
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Date
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Date
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Accretive Capital Asia, LLC
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Richard E. Fearon, Jr.
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By
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Accretive Capital Management, LLC
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/s/ Richard E. Fearon, Jr.
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By:
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/s/ Richard E. Fearon, Jr.
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Name: Richard E. Fearon, Jr.
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Title: Managing Member
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