SEC Form 3 · accession 0001140361-18-026814
EVOLVING SYSTEMS INC · EVOL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
PITON CAPITAL PARTNERS LLC
10% Owner
Period of report
May 15, 2018
Accepted (ET)
Jun 1, 2018 · 4:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001052054
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | holding | — | — | — | 1,250,000 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The Issuer's public filings on May 15, 2018 indicate a decrease in the number of shares outstanding, which the Reporting Person has been advised is due to a change in the way which the Issuer calculates outstanding shares. As a result of the Issuer's change, the Reporting Person's holdings of Common Stock exceed 10% of the shares outstanding.
- F2Piton Capital Partners LLC, a Delaware limited liability company ("Piton") and family client of Kokino LLC ("Kokino"), also reports beneficial ownership of the Issuer's common stock pursuant to Rule 13d-1 of the Securities Exchange Act of 1934, as amended, pursuant to a Schedule 13D filed by Piton with the SEC on April 27, 2017, as amended on June 13, 2017, August 3, 2017, November 13, 2017 and November 28, 2017.
- F3Represents shares of the Issuer's common stock ("Shares") beneficially owned by Piton. Piton's managing member is Piton Capital Management LLC ("PCM"). PCM's managing member is Kokino, and Kokino is Piton's trading manager. Mr. Averick manages Piton's investments in the Issuer as Kokino's Portfolio Manager. Mr. Averick holds an economic interest in Piton (which interest may be held directly and, from time to time, indirectly through PCM). Also, Mr. Averick's incentive compensation as an employee of Kokino, which is calculated in Kokino's discretion, may be based, among other things, on the performance of Shares held by Piton. Such compensation may be paid in cash and/or by way of increasing Mr. Averick's minority interest in Piton (either directly or indirectly through PCM).