Amended Statement of Ownership (sc 13g/a)
22 12월 2022 - 1:48AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Optex Systems
Holdings, Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
68384X209
(CUSIP Number)
December 19, 2022
(Date of Event Which Requires Filing of 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)
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter the 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. 68384X209
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1 |
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Names of reporting persons
Topline Capital Management, LLC |
2 |
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Check the appropriate box
if a member of a group (see instructions)
(a) ☐ (b) ☐ |
3 |
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SEC use only
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4 |
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Citizenship or place of
organization
California |
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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
788,663 |
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6 |
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Shared voting power
0 |
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7 |
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Sole dispositive power
788,663 |
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8 |
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Shared dispositive power
0 |
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9 |
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Aggregate amount beneficially owned by each reporting person
788,663 |
10 |
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Check if the aggregate
amount in Row (9) excludes certain shares (see instructions)
☐ |
11 |
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Percent of class
represented by amount in Row (9) 11.7% |
12 |
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Type of reporting person
(see instructions) IA |
2
CUSIP No. 68384X209
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1 |
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Names of reporting persons
Collin McBirney |
2 |
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Check the appropriate box
if a member of a group (see instructions)
(a) ☐ (b) ☐ |
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 |
|
Sole voting power
0 |
|
6 |
|
Shared voting power
788,663 |
|
7 |
|
Sole dispositive power
0 |
|
8 |
|
Shared dispositive power
788,663 |
|
|
|
|
|
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9 |
|
Aggregate amount beneficially owned by each reporting person
788,663 |
10 |
|
Check if the aggregate
amount in Row (9) excludes certain shares (see instructions)
☐ |
11 |
|
Percent of class
represented by amount in Row (9) 11.7% |
12 |
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Type of reporting person
(see instructions) IN/HC |
3
CUSIP No. 68384X209
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1 |
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Names of reporting persons
Topline Capital Partners, LP |
2 |
|
Check the appropriate box
if a member of a group (see instructions)
(a) ☐ (b) ☐ |
3 |
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SEC use only
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4 |
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Citizenship or place of
organization
Delaware |
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Number of
shares
beneficially
owned by each
reporting person
with |
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5 |
|
Sole voting power
788,663 |
|
6 |
|
Shared voting power
0 |
|
7 |
|
Sole dispositive power
788,663 |
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8 |
|
Shared dispositive power
0 |
|
|
|
|
|
|
|
9 |
|
Aggregate amount beneficially owned by each reporting person
788,663 |
10 |
|
Check if the aggregate
amount in Row (9) excludes certain shares (see instructions)
☐ |
11 |
|
Percent of class
represented by amount in Row (9) 11.7% |
12 |
|
Type of reporting person
(see instructions) PN |
4
Item 1
(a) Name of Issuer:
Optex
Systems Holdings, Inc.
(b) Address of Issuers Principal Executive Offices:
1420 Presidential Drive, Richardson, TX 75081
Item 2
(a) Name of Persons
Filing:
Topline Capital Management, LLC (TCM)
Collin McBirney
Topline Capital
Partners, LP (TCP or the Fund)
(b) Address of Principal Business Office or, if none, Residence:
544 Euclid Street, Santa Monica, CA 90402
(c) Citizenship:
Reference is made to Row 4 of pages 2 - 4 of this Schedule 13G (this Schedule), which are incorporated by reference herein.
(d) Title of Class of Securities:
Common Stock, $0.001 par value
(e) CUSIP Number: 68384X209
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or
13d-2(b) or (c), check whether the person filing is a:
Not applicable.
Item 4. Ownership
Reference is hereby made to Rows 5-9 and 11 of pages 2, 3 and 4 of this Schedule, which are incorporated by reference herein.
As of December 19,
2022, the Fund beneficially owns 788,663 shares of the issuers common stock.
The securities reported on this Schedule as beneficially owned by TCM
(the Securities) are held by and for the benefit of the Fund. Under the definition of beneficial ownership in Rule 13d-3 under the Act, it is also possible that the individual general
partners, executive officers, and members of the foregoing entities might be deemed the beneficial owners of some or all of the Securities insofar as they may be deemed to share the power to direct the voting or disposition of such
Securities. TCM, as the investment manager and general partner of the Fund, and Collin McBirney, as the member-manager of TCM, may, therefore, be deemed to beneficially own the Securities held by the Fund for the purposes of Rule 13d-3 under the Act insofar as they may be deemed to have the power to direct the voting or disposition of those Securities.
5
Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that
any of TCM or Mr. McBirney is, for any other purpose, the beneficial owner of any of the Securities held by the Fund, and each of TCM and Mr. McBirney expressly disclaims beneficial ownership as to the Securities held by the Fund, except to the
extent of its or his pecuniary interests therein.
The calculation of percentage of beneficial ownership in Row 11 of pages 2, 3 and 4 of this Schedule
was derived from the issuers Form 10-K Annual Report filed with the Securities and Exchange Commission on December 19, 2022, in which the issuer stated that the number of shares of its common stock
issued and outstanding as of December 16, 2022 was 6,716,638 shares.
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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 or Control Person |
Not applicable.
Item 8. |
Identification and Classification of Members of the Group |
Not applicable.
Item 9. |
Notice of Dissolution of Group |
Not applicable.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the
ordinary course of business and 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.
7
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: December 21, 2022
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TOPLINE CAPITAL MANAGEMENT, LLC |
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By: |
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/s/ Collin McBirney |
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Collin McBirney |
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Managing Member |
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TOPLINE CAPITAL PARTNERS, LP |
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By: |
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Topline Capital Management, LLC, its general
partner |
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By: |
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/s/ Collin McBirney |
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Collin McBirney |
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Managing Member |
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COLLIN MCBIRNEY |
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/s/ Collin McBirney |
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EXHIBIT LIST
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Exhibit A |
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Joint Filing Undertaking |
Optex Systems (QB) (USOTC:OPXS)
과거 데이터 주식 차트
부터 5월(5) 2024 으로 6월(6) 2024
Optex Systems (QB) (USOTC:OPXS)
과거 데이터 주식 차트
부터 6월(6) 2023 으로 6월(6) 2024