SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________
SCHEDULE 13D
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO
FILED
PURSUANT TO RULE 13d-2(b)
(AMENDMENT NO. _____)
Strattec Security
Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
863111100
(CUSIP Number)
Michael Melby
c/o Gate City Capital Management, LLC
8725 W. Higgins Road, Suite 530
Chicago, IL 60631
(312) 825-1228
(Name, Address and Telephone Number of Person Authorized
to
Receive Notices and Communications)
November 27, 2023
(Date of Event Which Requires Filing of This Statement)
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 §§240.13d-1(e), 240.13d-1(f)
or 240.13d-1(g), check the following box. [ ]
CUSIP NO. 863111100 |
13D |
Page 2 of 7 Pages |
1 |
NAMES OF REPORTING PERSONS
Gate City Capital Management, LLC |
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ]
(b) [ ] |
3 |
SEC USE ONLY
|
|
4 |
SOURCE OF FUNDS
WC/OO – Funds of investment advisory clients |
|
5 |
CHECK IF DISCOLUSRE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) |
[ ] |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
211,086 |
|
8 |
SHARED VOTING POWER
0 |
|
9 |
SOLE DISPOSITIVE POWER
405,284 |
|
10 |
SHARED DISPOSITIVE POWER
0 |
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
405,284 |
|
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES
|
[ ] |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.96% |
|
14 |
TYPE OF REPORTING PERSON
IA |
|
CUSIP NO. 863111100 |
13D |
Page 3 of 7 Pages |
1 |
NAMES OF REPORTING PERSONS
Michael Melby |
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ]
(b) [ ] |
3 |
SEC USE ONLY
|
|
4 |
SOURCE OF FUNDS
WC/OO – Funds of investment advisory clients |
|
5 |
CHECK IF DISCOLUSRE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) |
[ ] |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
211,086 |
|
8 |
SHARED VOTING POWER
0 |
|
9 |
SOLE DISPOSITIVE POWER
405,284 |
|
10 |
SHARED DISPOSITIVE POWER
0 |
|
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
405,284 |
|
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES
|
[ ] |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.96% |
|
14 |
TYPE OF REPORTING PERSON
IN |
|
CUSIP NO. 863111100 |
13D |
Page 4 of 7 Pages |
This Schedule 13D (this "Schedule 13D") is being filed on behalf
of Gate City Capital Management, LLC, an Illinois limited liability company (the "Management Company") and Michael Melby. Mr.
Melby serves as the managing member of the Management Company. The Management Company serves as an adviser to certain private investment
funds and managed accounts (the "Funds"). This Schedule 13D relates to Common Shares (the "Common Shares") of Strattec
Security Corporation (the "Issuer") held by the Funds.
ITEM 1. SECURITY AND ISSUER
This Statement relates to the Common Stock of Strattec Security Corporation
having its principal executive offices at 3333 West Good Hope Road, Milwaukee, WI 53209.
ITEM 2. IDENTITY AND BACKGROUND
(a)-(c) and (f) The names of the persons jointly filing this statement
on Schedule 13D (the “Reporting Persons”) are Gate City Capital Management, LLC, an Illinois limited liability company and
Michael Melby, Managing Member of Gate City Capital Management, LLC. Mr. Melby is a United States citizen and is the controlling member
of Gate City Capital Management, LLC.
The address of each of the Reporting Persons is 8725 W. Higgins Road, Suite
530, Chicago, IL 60631.
The principal business of Gate City Capital Management, LLC is to serve
as an adviser to certain private investment funds and managed accounts. Mr. Melby’s principal occupation is serving as the Portfolio
Manager of Gate City Capital Management, LLC.
(d)–(e) During the last five years, none of the Reporting Persons
have been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or
finding any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The source and amount of funds used by the Reporting Persons in making
their purchase of the shares of Common Stock owned by each of them in the aggregate was $8,039,170 using the working capital of each of
the Funds.
(The remainder of this page was intentionally left
blank)
CUSIP NO. 863111100 |
13D |
Page 5 of 7 Pages |
ITEM 4. PURPOSE
OF TRANSACTION
The Reporting Person purchased the Common Stock based
on the Reporting Person’s belief that the Common Stock, when purchased, were undervalued and did not adequately reflect the potential
value of the Company’s underlying business and assets. Depending upon overall market conditions, other investment opportunities
available to the Reporting Persons, and the availability of shares at prices that would make the purchase or sale of Common Stock desirable,
the Reporting Person may endeavor to increase or decrease its position in the Issuer through, among other things, the purchase or sale
of Common Stock on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Person may
deem advisable. The Reporting Person may engage in short selling or hedging or similar transactions with respect to the Common Stock,
on such terms and at such times as the Reporting Person may deem advisable.
The Reporting Person may in the future take such actions
with respect to its investment in the Issuer as it deems appropriate including, without limitation, continuing to engage in communications
with management and the Board of the Issuer, engaging in discussions with shareholders of the Issuer and others about the Issuer and the
Reporting Person’s investment, making other proposals to the Issuer concerning a potential sale of the Issuer, changes to the capitalization,
ownership structure, board structure or operations of the Issuer, purchasing additional shares, selling some or all of its shares, or
changing its intention with respect to any and all matters referred to in Item 4.
The Reporting Person does not have any present plan
or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except
as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein.
The Reporting Person intends to review its investment
in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer’s financial position
and investment strategy, the price levels of the shares, conditions in the securities markets and general economic and industry conditions,
the Reporting Person may in the future take such actions with respect to its investment in the Issuer as it deems appropriate.
ITEM 5. INTEREST
IN SECURITIES OF THE ISSUER
(a) The Reporting Person beneficially owns in the
aggregate 405,284 shares of Common Stock, which represents approximately 9.96% of the Company’s outstanding shares of Common Stock.
The percentage ownership of shares of Common Stock set forth in this Statement is based on 4,068,720 shares of Common Stock issued and
outstanding as of October 2, 2023 as reported in the Company’s Form 10-Q filed with the SEC on November 9, 2023.
(b) The Reporting Person has the sole power to vote
or to direct the voting of 211,086 of such shares described in Item 5(a) above. The Reporting Person has the sole power to dispose or
direct the disposition of all such shares described in Item 5(a) above. The Reporting Person does not have shared power to vote or to
direct the vote of any such shares described in Item 5(a) above, and does not have shared power to dispose or direct the disposition of
any such shares described in Item 5(a) above.
(c) The Reporting Person effected the following transactions
in the Stock in open market transactions on the dates indicated, and such transactions are the only transactions in the Stock by the Reporting
Person during the sixty days prior to and including November 27, 2023 (date range: September 29, 2023 through November 27, 2023):
9/29/2023 |
|
Bought 569 shares at $22.5547 |
10/2/2023 |
|
Bought 10,151 shares at $22.7023 |
10/3/2023 |
|
Bought 5,728 shares at $22.6899 |
10/4/2023 |
|
Bought 5,321 shares at $22.6787 |
10/5/2023 |
|
Bought 2,933 shares at $22.7299 |
10/6/2023 |
|
Bought 2,490 shares at $22.7452 |
10/9/2023 |
|
Bought 3,875 shares at $22.7495 |
10/10/2023 |
|
Bought 1,153 shares at $22.5420 |
10/11/2023 |
|
Bought 4,064 shares at $22.7500 |
10/12/2023 |
|
Bought 5,993 shares at $22.7329 |
10/13/2023 |
|
Bought 11,931 shares at $22.7497 |
10/16/2023 |
|
Bought 3,012 shares at $22.7494 |
10/17/2023 |
|
Bought 8,833 shares at $22.6510 |
10/18/2023 |
|
Bought 8,009 shares at $22.7500 |
10/19/2023 |
|
Bought 909 shares at $22.7239 |
10/23/2023 |
|
Bought 556 shares at $22.7174 |
10/24/2023 |
|
Bought 851 shares at $22.6922 |
10/25/2023 |
|
Bought 2,030 shares at $22.7485 |
10/26/2023 |
|
Bought 2,616 shares at $22.6907 |
10/30/2023 |
|
Bought 541 shares at $22.7463 |
10/31/2023 |
|
Bought 618 shares at $22.6696 |
11/2/2023 |
|
Bought 1,836 shares at $22.6903 |
11/3/2023 |
|
Bought 2,370 shares at $22.7249 |
11/7/2023 |
|
Bought 662 shares at $22.7498 |
11/9/2023 |
|
Bought 4,000 shares at $23.1300 |
11/14/2023 |
|
Bought 6,934 shares at $23.2198 |
11/15/2023 |
|
Bought 200 shares at $23.2150 |
11/16/2023 |
|
Bought 4,600 shares at $23.2429 |
11/17/2023 |
|
Bought 961 shares at $23.1032 |
11/20/2023 |
|
Bought 866 shares at $23.1492 |
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIP WITH
RESPECT TO SECURITES OF THE ISSUER
Other than described herein, there are no contracts,
arrangements, understandings or relationships among the Reporting Person and any other person with respect to the securities of the Issuer.
CUSIP NO. 863111100 |
13D |
Page 6 of 7 Pages |
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.
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Gate City Capital Management, LLC |
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By: |
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Name: |
Michael Melby |
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Title: |
Managing Member |
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By: |
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Name: |
Michael Melby |
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Date: |
November 27, 2023 |
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CUSIP NO. 863111100 |
13D |
Page 7 of 7 Pages |
JOINT FILING AGREEMENT
In accordance with the requirements of Rule 13d-1(k)
under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree
to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement
as of the date set forth below.
Date: November 27,
2023
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Gate City Capital Management, LLC |
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By: |
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Name: |
Michael Melby |
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Title: |
Managing Member |
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By: |
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Name: |
Michael Melby |
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Date: |
November 27, 2023 |
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