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Nierenberg David

Disclosed activity across 5 companies

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81428
SEC CIK
0001040899

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
FLOTEK INDUSTRIES INC/CN/FTK · Entity 5092DirectorDecember 14, 2023December 15, 2023
POTBELLY CORPPBPB · Entity 7391410% ownerMarch 28, 2025March 31, 2025
RIVERVIEW BANCORP INCRVSB · Entity 6745DirectorMarch 13, 2020March 17, 2020

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

FLOTEK INDUSTRIES INC/CN/

Report date December 14, 2023 · Filed December 15, 2023

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common SharesSEC Table I · non-derivativeIndirectBy The D3 Family Fund, LP434,580 Reported balance After 2023-12-14 transaction · row 1 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 1 · 2023-12-14 · Purchase · Acquired 6,785 · Balance 434,580

Common SharesSEC Table I · non-derivativeIndirectBy The D3 Family Bulldog Fund, LP765,150 Reported balance After 2023-12-14 transaction · row 2 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 2 · 2023-12-14 · Purchase · Acquired 11,948 · Balance 765,150

Common SharesSEC Table I · non-derivativeIndirectBy Haredale Ltd.47,907 Reported balance After 2023-12-14 transaction · row 3 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 3 · 2023-12-14 · Purchase · Acquired 748 · Balance 47,907

Common SharesSEC Table I · non-derivativeDirect69,929 Reported balance Holding disclosure · report date 2023-12-14 · row 4 Holding and transaction disclosures are not merged.
1 source row

Row 4 · Balance 69,929

POTBELLY CORP

Report date March 28, 2025 · Filed March 31, 2025

Jointly reported with Nierenberg Investment Management Company, LLC

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect124,167 Reported balance After 2025-03-28 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2025-03-28 · Purchase · Acquired 22,169 · Balance 124,167

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F5: The shares are owned solely by David Nierenberg.

Common StockSEC Table I · non-derivativeIndirectBy: Children1,590 Reported balance Holding disclosure · report date 2025-03-28 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 1,590

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F7: Mr. Nierenberg disclaims beneficial ownership of the securities reported herein as beneficially owned directly by his spouse and son except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Nierenberg is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F3: Owned by children living in reporting person's household.

Common StockSEC Table I · non-derivativeIndirectBy: Spouse3,150 Reported balance Holding disclosure · report date 2025-03-28 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 3,150

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F7: Mr. Nierenberg disclaims beneficial ownership of the securities reported herein as beneficially owned directly by his spouse and son except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Nierenberg is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F4: Owned by spouse.

Common StockSEC Table I · non-derivativeIndirectBy: The D3 Family Fund, L.P.887,555 Reported balance Holding disclosure · report date 2025-03-28 · row 4 Holding and transaction disclosures are not merged.
1 source row

Row 4 · Balance 887,555

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F6: Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP, and the Benedict Value Fund, LP and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

Common StockSEC Table I · non-derivativeIndirectBy: The D3 Family Bulldog Fund, L.P.1,561,985 Reported balance Holding disclosure · report date 2025-03-28 · row 5 Holding and transaction disclosures are not merged.
1 source row

Row 5 · Balance 1,561,985

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F6: Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP, and the Benedict Value Fund, LP and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

Common StockSEC Table I · non-derivativeIndirectBy: Haredale Ltd.105,469 Reported balance Holding disclosure · report date 2025-03-28 · row 6 Holding and transaction disclosures are not merged.
1 source row

Row 6 · Balance 105,469

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F6: Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP, and the Benedict Value Fund, LP and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

Common StockSEC Table I · non-derivativeIndirectBy: Benedict Value Fund, L.P.425,555 Reported balance Holding disclosure · report date 2025-03-28 · row 7 Holding and transaction disclosures are not merged.
1 source row

Row 7 · Balance 425,555

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F6: Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP, and the Benedict Value Fund, LP and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

Filing footnotes · ownership attribution and instrument terms

F1: This Form 4 is filed jointly by Nierenberg Investment Management Company, Inc. and David Nierenberg.

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP, and the Benedict Value Fund, LP and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

F3: Owned by children living in reporting person's household.

F4: Owned by spouse.

F5: The shares are owned solely by David Nierenberg.

F6: Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F7: Mr. Nierenberg disclaims beneficial ownership of the securities reported herein as beneficially owned directly by his spouse and son except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Nierenberg is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

RIVERVIEW BANCORP INC

Report date March 13, 2020 · Filed March 17, 2020

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect130,869 Last balance in matching sequence After 2020-03-16 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2020-03-13 · Purchase · Acquired 16,135 · Balance 117,004

F1: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.79 to $5.08 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote (1).

F3: Includes 13,000 shares in an inherited IRA owned by wife.

Row 2 · 2020-03-16 · Purchase · Acquired 13,865 · Balance 130,869

F2: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.88 to $4.90 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote (2).

F3: Includes 13,000 shares in an inherited IRA owned by wife.

Filing footnotes · ownership attribution and instrument terms

F1: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.79 to $5.08 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote (1).

F2: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.88 to $4.90 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in footnote (2).

F3: Includes 13,000 shares in an inherited IRA owned by wife.

Past disclosures · reporting ended (2)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Houston Wire & Cable CO

Report date June 15, 2021 · Filed June 21, 2021

Jointly reported with Nierenberg Investment Management Company, LLC

Section 16 reporting ended · disclosed 2021-06-21. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
COMMON STOCKSEC Table I · non-derivativeIndirectBy D3 Family Fund LP0 Reported balance After 2021-06-15 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2021-06-15 · Disposition to issuer · Disposed 664,888 · Balance 0

F1: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among the Omni Cable, LLC, OCDFH Acquisition Sub Inc. ("Merger Sub") and Houston Wire & Cable Company (the "Issuer"), effective as of the effective time of the merger of Merger Sub with and into the Issuer (the "Merger"), these shares of the Issuer's common stock were canceled and converted into the right to receive $5.30 in cash per share (the "Merger Consideration").

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP and The D3 Family Bulldog Fund, LP, and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

COMMON STOCKSEC Table I · non-derivativeIndirectBy D3 Family Bulldog Fund LP0 Reported balance After 2021-06-15 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2021-06-15 · Disposition to issuer · Disposed 1,314,254 · Balance 0

F1: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among the Omni Cable, LLC, OCDFH Acquisition Sub Inc. ("Merger Sub") and Houston Wire & Cable Company (the "Issuer"), effective as of the effective time of the merger of Merger Sub with and into the Issuer (the "Merger"), these shares of the Issuer's common stock were canceled and converted into the right to receive $5.30 in cash per share (the "Merger Consideration").

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP and The D3 Family Bulldog Fund, LP, and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

COMMON STOCKSEC Table I · non-derivativeIndirectBy Haredale LTD0 Reported balance After 2021-06-15 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2021-06-15 · Disposition to issuer · Disposed 64,216 · Balance 0

F1: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among the Omni Cable, LLC, OCDFH Acquisition Sub Inc. ("Merger Sub") and Houston Wire & Cable Company (the "Issuer"), effective as of the effective time of the merger of Merger Sub with and into the Issuer (the "Merger"), these shares of the Issuer's common stock were canceled and converted into the right to receive $5.30 in cash per share (the "Merger Consideration").

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP and The D3 Family Bulldog Fund, LP, and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

Filing footnotes · ownership attribution and instrument terms

F1: Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among the Omni Cable, LLC, OCDFH Acquisition Sub Inc. ("Merger Sub") and Houston Wire & Cable Company (the "Issuer"), effective as of the effective time of the merger of Merger Sub with and into the Issuer (the "Merger"), these shares of the Issuer's common stock were canceled and converted into the right to receive $5.30 in cash per share (the "Merger Consideration").

F2: Nierenberg Investment Management Company ("NIMCO") is the sole general partner of The D3 Family Fund, LP and The D3 Family Bulldog Fund, LP, and the sole investment manager of Haredale Ltd. (collectively, the "Funds"). Mr. Nierenberg is the president of NIMCO. By virtue of these relationships, each of the Reporting Persons may be deemed to beneficially own the securities owned directly by the Funds.

ROSETTA STONE INC

Report date October 15, 2020 · Filed October 16, 2020

Section 16 reporting ended · disclosed 2020-10-16. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy The D3 Family Fund, LP0 Reported balance After 2020-10-15 transaction · row 1 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 1 · 2020-10-15 · Disposition to issuer · Disposed 165,847 · Balance 0

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, dated August 29, 2020, by and among the Issuer, Cambium Holding Corp., a Delaware corporation ("Parent"), and Empower Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the "Merger Agreement"), immediately prior to the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of common stock, $0.00005 par value per share, of the Company ("Common Stock"), including any outstanding Company restricted shares, was cancelled and the holder thereof was entitled to receive, in respect of each share of Common Stock, an amount (subject to any applicable withholding tax) in cash equal to $30.00.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectBy The D3 Family Bulldog Fund, LP0 Reported balance After 2020-10-15 transaction · row 2 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 2 · 2020-10-15 · Disposition to issuer · Disposed 334,692 · Balance 0

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, dated August 29, 2020, by and among the Issuer, Cambium Holding Corp., a Delaware corporation ("Parent"), and Empower Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the "Merger Agreement"), immediately prior to the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of common stock, $0.00005 par value per share, of the Company ("Common Stock"), including any outstanding Company restricted shares, was cancelled and the holder thereof was entitled to receive, in respect of each share of Common Stock, an amount (subject to any applicable withholding tax) in cash equal to $30.00.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Common StockSEC Table I · non-derivativeIndirectHaredale Ltd.0 Reported balance After 2020-10-15 transaction · row 3 Account identity is unresolved; indirect or unspecified ownership is not merged.
1 source row

Row 3 · 2020-10-15 · Disposition to issuer · Disposed 13,954 · Balance 0

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, dated August 29, 2020, by and among the Issuer, Cambium Holding Corp., a Delaware corporation ("Parent"), and Empower Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the "Merger Agreement"), immediately prior to the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of common stock, $0.00005 par value per share, of the Company ("Common Stock"), including any outstanding Company restricted shares, was cancelled and the holder thereof was entitled to receive, in respect of each share of Common Stock, an amount (subject to any applicable withholding tax) in cash equal to $30.00.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Restricted Stock UnitSEC Table II · derivative / convertible securityDirect0 Reported balance After 2020-10-15 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2020-10-15 · Disposition to issuer · Disposed 45,287 · Balance 0

F3: Each restricted stock unit ("RSU") represents the right to receive one share of Common Stock.

F4: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time (as defined in the Merger Agreement), each RSU, whether vested or unvested, that was outstanding vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such RSU, an amount (subject to any applicable withholding tax) in cash equal to $30.00.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $7.95 · Expires 2025-04-15Direct0 Reported balance After 2020-10-15 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2020-10-15 · Disposition to issuer · Disposed 1,771 · Balance 0

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $8.50 · Expires 2025-06-12Direct0 Reported balance After 2020-10-15 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2020-10-15 · Disposition to issuer · Disposed 18,323 · Balance 0

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $7.70 · Expires 2026-05-19Direct0 Reported balance After 2020-10-15 transaction · row 7 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 7 · 2020-10-15 · Disposition to issuer · Disposed 14,451 · Balance 0

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $11.42 · Expires 2027-05-19Direct0 Reported balance After 2020-10-15 transaction · row 8 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 8 · 2020-10-15 · Disposition to issuer · Disposed 9,766 · Balance 0

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $16.12 · Expires 2028-06-18Direct0 Reported balance After 2020-10-15 transaction · row 9 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 9 · 2020-10-15 · Disposition to issuer · Disposed 16,200 · Balance 0

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $25.66 · Expires 2029-05-20Direct0 Reported balance After 2020-10-15 transaction · row 10 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 10 · 2020-10-15 · Disposition to issuer · Disposed 5,076 · Balance 0

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Stock Option (right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $17.11 · Expires 2030-06-11Direct0 Reported balance After 2020-10-15 transaction · row 11 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 11 · 2020-10-15 · Disposition to issuer · Disposed 7,278 · Balance 0

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

Filing footnotes · ownership attribution and instrument terms

F1: Pursuant to the terms of that certain Agreement and Plan of Merger, dated August 29, 2020, by and among the Issuer, Cambium Holding Corp., a Delaware corporation ("Parent"), and Empower Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the "Merger Agreement"), immediately prior to the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of common stock, $0.00005 par value per share, of the Company ("Common Stock"), including any outstanding Company restricted shares, was cancelled and the holder thereof was entitled to receive, in respect of each share of Common Stock, an amount (subject to any applicable withholding tax) in cash equal to $30.00.

F2: Mr. Nierenberg serves as the President of Nierenberg Investment Management Company, Inc. (NIMCO) and Nierenberg Investment Management Offshore, Inc. (NIMO), entities which serve as general partners for The D3 Family Fund, L.P. (Family Fund), The D3 Family Bulldog Fund, L.P. (Bulldog Fund), and Haredale, Ltd. (Haredale). Under the partnership agreements governing these funds, all compensation payable to Mr. Nierenberg for his service on the Issuers Board of Directors, including Mr. Nierenbergs stock options and RSUs, are required to be assigned to the funds. Accordingly, such stock options and RSUs are deemed to be owned indirectly by the Family Fund, the Bulldog Fund and Haredale. The reporting person disclaims ownership of these securities except to the extent of the reporting persons pecuniary interest therein.

F3: Each restricted stock unit ("RSU") represents the right to receive one share of Common Stock.

F4: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time (as defined in the Merger Agreement), each RSU, whether vested or unvested, that was outstanding vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such RSU, an amount (subject to any applicable withholding tax) in cash equal to $30.00.

F5: Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
May 30, 2019 Filed Jun 3, 2019 21:06 UTC FLOTEK INDUSTRIES INC/CN/ FTK · Entity 5092 PurchaseCommon Stock 516 $3.08 $1,589.28
Disclosure

SEC source: 0000928054-19-000063 · wf-form4_155959595948750.xml · nonDerivative · entry 8

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Haredale Ltd.

Disclosed balance after: 47,975

F1 · ownership.nature: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 30, 2019 Filed Jun 3, 2019 21:06 UTC FLOTEK INDUSTRIES INC/CN/ FTK · Entity 5092 PurchaseCommon Stock 9,324 $3.08 $28,717.92
Disclosure

SEC source: 0000928054-19-000063 · wf-form4_155959595948750.xml · nonDerivative · entry 5

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 1,139,327

F1 · ownership.nature: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 30, 2019 Filed Jun 3, 2019 21:06 UTC FLOTEK INDUSTRIES INC/CN/ FTK · Entity 5092 PurchaseCommon Stock 10,360 $3.08 $31,908.80
Disclosure

SEC source: 0000928054-19-000063 · wf-form4_155959595948750.xml · nonDerivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 458,488

F1 · ownership.nature: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 24, 2019 Filed May 29, 2019 20:50 UTC FLOTEK INDUSTRIES INC/CN/ FTK · Entity 5092 GrantCommon Stock 66,449 $0.00 $0.00
Disclosure

SEC source: 0000928054-19-000061 · wf-form4_155916299752476.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 106,772

F1 · shares: Award grant of 66,449 shares based on a closing price of $3.04 per share on May 24, 2019 which vest at the 2020 annual stockholders' meeting.

Read SEC document
May 24, 2019 Filed Jun 11, 2019 22:48 UTC Amendment FLOTEK INDUSTRIES INC/CN/ FTK · Entity 5092 GrantCommon Stock 66,449 $0.00 $0.00
Disclosure

SEC source: 0000928054-19-000070 · wf-form4a_156029327247755.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 106,772

F1 · shares: Award grant of 66,449 shares which vest at the next annual stockholders' meeting.

F2 · ownership.direct: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F3 · ownership.direct: The reporting person is the sole owner of the general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP and Haredale Ltd. (collectively, the "Funds"). Pursuant to separate contractual arrangements with each Fund, the reporting person is required to transfer all shares that he is awarded for service as a director of the Company to the respective Funds upon vesting of the shares. The reporting person's pecuniary interest in the shares is dictated by his contractual arrangements with the Funds.

Read SEC document
May 20, 2019 Filed May 22, 2019 16:21 UTC ROSETTA STONE INC RST · Entity 12922 GrantStock Option (right to buy) · Derivative 5,076 $0.00 Strike: $25.66 $0.00
Disclosure

SEC source: 0001209191-19-032047 · doc4.xml · derivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,076

Underlying: Common Stock · 5,076 shares

Expires 2029-05-20

F3 · derivative.exercise_date: Options vest at a rate of 1/4 per quarter over one year and become fully vested May 20, 2020.

Read SEC document
May 20, 2019 Filed May 22, 2019 16:21 UTC ROSETTA STONE INC RST · Entity 12922 GrantRestricted Stock Unit · Derivative 4,288 $0.00 $0.00
Disclosure

SEC source: 0001209191-19-032047 · doc4.xml · derivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 38,859

Underlying: Common Stock · 4,288 shares

Expires not disclosed

F1 · derivative.exercise_price: Each RSU represents the right to receive one share of common stock of the Issuer.

F2 · derivative.exercise_date: RSUs vest at a rate of 1/4 per quarter and become fully vested on May 20, 2020. Delivery of the shares entitled to the Reporting Person will be made upon the Reporting Person's separation from service to the Board of Directors.

F2 · derivative.expiration_date: RSUs vest at a rate of 1/4 per quarter and become fully vested on May 20, 2020. Delivery of the shares entitled to the Reporting Person will be made upon the Reporting Person's separation from service to the Board of Directors.

Read SEC document
May 17, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 1,052 $25.75 $27,089.00
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 9

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 13,954

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 17, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 25,236 $25.75 $649,827.00
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 8

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 334,692

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 17, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 12,504 $25.75 $321,978.00
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 7

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 165,847

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 16, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 1,223 $25.60 $31,308.80
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 6

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 15,006

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 16, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 29,357 $25.60 $751,539.20
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 5

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 359,928

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 16, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 14,547 $25.60 $372,403.20
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 4

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 178,351

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 15, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 630 $25.33 $15,957.90
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 3

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 16,229

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 15, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 15,099 $25.33 $382,457.67
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 389,285

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 15, 2019 Filed May 17, 2019 16:08 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 7,493 $25.33 $189,797.69
Disclosure

SEC source: 0001567619-19-011532 · doc1.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 192,898

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 14, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 492 $25.37 $12,482.04
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 9

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 16,859

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 14, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 11,793 $25.37 $299,188.41
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 8

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 404,384

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 14, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 5,844 $25.37 $148,262.28
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 7

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 200,391

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 13, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 561 $26.04 $14,608.44
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 6

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 17,351

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 13, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 9,503 $26.04 $247,458.12
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 5

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 416,177

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 13, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 7,362 $26.04 $191,706.48
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 4

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 206,235

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 10, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 1,473 $26.38 $38,857.74
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 3

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 17,912

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 10, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 37,333 $26.38 $984,844.54
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 425,680

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
May 10, 2019 Filed May 14, 2019 16:22 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 18,498 $26.38 $487,977.24
Disclosure

SEC source: 0001567619-19-010830 · doc1.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 213,597

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Fund's practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
March 15, 2019 Filed Mar 15, 2019 17:06 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 828 $22.82 $18,894.96
Disclosure

SEC source: 0001567619-19-006987 · doc1.xml · nonDerivative · entry 7

Nierenberg David · CIK 0001040899 · Director

HAREDALE LTD · CIK 0001770705 · Director

D3 Family Fund, LP · CIK 0001282685 · Director

D3 Family Bulldog Fund, LP · CIK 0001365745 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 19,385

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
March 15, 2019 Filed Mar 15, 2019 17:06 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 19,978 $22.82 $455,897.96
Disclosure

SEC source: 0001567619-19-006987 · doc1.xml · nonDerivative · entry 6

Nierenberg David · CIK 0001040899 · Director

HAREDALE LTD · CIK 0001770705 · Director

D3 Family Fund, LP · CIK 0001282685 · Director

D3 Family Bulldog Fund, LP · CIK 0001365745 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 463,013

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
March 14, 2019 Filed Mar 15, 2019 17:06 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 1,329 $22.72 $30,194.88
Disclosure

SEC source: 0001567619-19-006987 · doc1.xml · nonDerivative · entry 5

Nierenberg David · CIK 0001040899 · Director

HAREDALE LTD · CIK 0001770705 · Director

D3 Family Fund, LP · CIK 0001282685 · Director

D3 Family Bulldog Fund, LP · CIK 0001365745 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 20,213

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
March 14, 2019 Filed Mar 15, 2019 17:06 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 30,320 $22.72 $688,870.40
Disclosure

SEC source: 0001567619-19-006987 · doc1.xml · nonDerivative · entry 4

Nierenberg David · CIK 0001040899 · Director

HAREDALE LTD · CIK 0001770705 · Director

D3 Family Fund, LP · CIK 0001282685 · Director

D3 Family Bulldog Fund, LP · CIK 0001365745 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 482,991

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

Read SEC document
March 13, 2019 Filed Mar 15, 2019 17:06 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 1,538 $23.49 $36,127.62
Disclosure

SEC source: 0001567619-19-006987 · doc1.xml · nonDerivative · entry 3

Nierenberg David · CIK 0001040899 · Director

HAREDALE LTD · CIK 0001770705 · Director

D3 Family Fund, LP · CIK 0001282685 · Director

D3 Family Bulldog Fund, LP · CIK 0001365745 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · Haredale Ltd.

Disclosed balance after: 21,542

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F3 · balance_after: The DIII Offshore Fund, L.P. which was previously included as a Reporting Person hereunder, was dissolved as of the end of 2018. In connection with its dissolution 16,443 of the Shares previously held by the Offshore Fund were transferred to the Bulldog Fund and 23,080 of the Shares previously held by the Offshore Fund were transferred to the Managed Account.

Read SEC document
March 13, 2019 Filed Mar 15, 2019 17:06 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 34,197 $23.49 $803,287.53
Disclosure

SEC source: 0001567619-19-006987 · doc1.xml · nonDerivative · entry 2

Nierenberg David · CIK 0001040899 · Director

HAREDALE LTD · CIK 0001770705 · Director

D3 Family Fund, LP · CIK 0001282685 · Director

D3 Family Bulldog Fund, LP · CIK 0001365745 · Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 513,311

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F3 · balance_after: The DIII Offshore Fund, L.P. which was previously included as a Reporting Person hereunder, was dissolved as of the end of 2018. In connection with its dissolution 16,443 of the Shares previously held by the Offshore Fund were transferred to the Bulldog Fund and 23,080 of the Shares previously held by the Offshore Fund were transferred to the Managed Account.

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October 31, 2018 Filed Nov 1, 2018 17:18 UTC RIVERVIEW BANCORP INC RVSP · Entity 6745 PurchaseCommon Stock 5,290 $8.27 $43,748.30
Disclosure

SEC source: 0000939057-18-000524 · primary_doc.xml · nonDerivative · entry 3

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 80,879

F1 · balance_after: Includes 13,000 indirect shares in an inherited IRA owned by wife.

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October 31, 2018 Filed Nov 1, 2018 17:18 UTC RIVERVIEW BANCORP INC RVSP · Entity 6745 PurchaseCommon Stock 905 $8.25 $7,466.25
Disclosure

SEC source: 0000939057-18-000524 · primary_doc.xml · nonDerivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 75,589

F1 · balance_after: Includes 13,000 indirect shares in an inherited IRA owned by wife.

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October 30, 2018 Filed Nov 1, 2018 17:18 UTC RIVERVIEW BANCORP INC RVSP · Entity 6745 PurchaseCommon Stock 2,600 $8.25 $21,450.00
Disclosure

SEC source: 0000939057-18-000524 · primary_doc.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 74,684

F1 · balance_after: Includes 13,000 indirect shares in an inherited IRA owned by wife.

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June 18, 2018 Filed Jun 20, 2018 16:38 UTC ROSETTA STONE INC RST · Entity 12922 GrantRestricted Stock Unit · Derivative 3,102 $0.00 $0.00
Disclosure

SEC source: 0001351285-18-000080 · wf-form4_152952711645959.xml · derivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 34,571

Underlying: Common Stock · 3,102 shares

Expires not disclosed

F3 · derivative.exercise_price: Each RSU represents the right to receive one share of common stock of the Issuer.

F4 · derivative.exercise_date: RSUs vest at a rate of 1/4 per quarter and become fully vested on June 18, 2019. Delivery of the shares entitled to the Reporting Person will be made upon the Reporting Person's separation from service to the Board of Directors.

F4 · derivative.expiration_date: RSUs vest at a rate of 1/4 per quarter and become fully vested on June 18, 2019. Delivery of the shares entitled to the Reporting Person will be made upon the Reporting Person's separation from service to the Board of Directors.

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June 18, 2018 Filed Jun 20, 2018 16:38 UTC ROSETTA STONE INC RST · Entity 12922 GrantStock Option (right to buy) · Derivative 16,200 $0.00 Strike: $16.12 $0.00
Disclosure

SEC source: 0001351285-18-000080 · wf-form4_152952711645959.xml · derivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,200

Underlying: Common Stock · 16,200 shares

Expires 2028-06-18

F1 · derivative.exercise_price: The exercise price is equal to the closing price of the common stock of the Issuer on the New York Stock Exchange on June 18, 2018, the date of grant.

F2 · derivative.exercise_date: Options vest at a rate of 1/4 per quarter over one year and become fully vested June 18, 2019.

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June 01, 2018 Filed Jun 5, 2018 20:08 UTC FLOTEK INDUSTRIES INC/CN/ FTK · Entity 5092 GrantCommon Stock 40,323 $0.00 $0.00
Disclosure

SEC source: 0000928054-18-000062 · wf-form4_152822928488183.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,323

F1 · shares: Award grant of 40,323 shares which vest on the date of the next annual stockholders' meeting.

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June 01, 2018 Filed Jun 11, 2019 22:48 UTC Amendment FLOTEK INDUSTRIES INC/CN/ FTK · Entity 5092 GrantCommon Stock 40,323 $0.00 $0.00
Disclosure

SEC source: 0000928054-19-000071 · wf-form4a_156029329140603.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,323

F1 · shares: Award grant of 40,323 shares which vest at the next annual stockholders' meeting.

F2 · ownership.direct: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

F3 · ownership.direct: The reporting person is the sole owner of the general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP and Haredale Ltd. (collectively, the "Funds"). Pursuant to separate contractual arrangements with each Fund, the reporting person is required to transfer all shares that he is awarded for service as a director of the Company to the respective Funds upon vesting of the shares. The reporting person's pecuniary interest in the shares is dictated by his contractual arrangements with the Funds.

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May 29, 2018 Filed May 30, 2018 18:24 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 8,107 $16.55 $134,170.85
Disclosure

SEC source: 0001140361-18-026333 · doc1.xml · nonDerivative · entry 3

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The DIII Offshore Fund, LP

Disclosed balance after: 39,523

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F3 · price: This transaction was executed in multiple trades at an average price of $16.55 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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May 29, 2018 Filed May 30, 2018 18:24 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 111,361 $16.55 $1,843,024.55
Disclosure

SEC source: 0001140361-18-026333 · doc1.xml · nonDerivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 531,065

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F3 · price: This transaction was executed in multiple trades at an average price of $16.55 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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May 29, 2018 Filed May 30, 2018 18:24 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 30,532 $16.55 $505,304.60
Disclosure

SEC source: 0001140361-18-026333 · doc1.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 232,095

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F3 · price: This transaction was executed in multiple trades at an average price of $16.55 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 30, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 3,770 $11.97 $45,126.90
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 9

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The DIII Offshore Fund, LP

Disclosed balance after: 47,630

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F5 · price: This transaction was executed in multiple trades at an average price of $11.97 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 30, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 50,854 $11.97 $608,722.38
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 8

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 642,426

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F5 · price: This transaction was executed in multiple trades at an average price of $11.97 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 30, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 20,790 $11.97 $248,856.30
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 7

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 262,627

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F5 · price: This transaction was executed in multiple trades at an average price of $11.97 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 29, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 2,340 $11.99 $28,056.60
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 6

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The DIII Offshore Fund, LP

Disclosed balance after: 51,400

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F4 · price: This transaction was executed in multiple trades at an average price of $11.99 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 29, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 31,559 $11.99 $378,392.41
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 5

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 693,280

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F4 · price: This transaction was executed in multiple trades at an average price of $11.99 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 29, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 12,901 $11.99 $154,682.99
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 4

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 283,417

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F4 · price: This transaction was executed in multiple trades at an average price of $11.99 per share.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 28, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 4,232 $12.06 $51,037.92
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 3

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The DIII Offshore Fund, LP

Disclosed balance after: 53,740

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F3 · price: This transaction was executed in multiple trades at an average price of $12.06 per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or security holder of the issuer, full information regarding the number of shares sold at each transaction.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 28, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 48,695 $12.06 $587,261.70
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 2

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Bulldog Fund, LP

Disclosed balance after: 724,839

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F3 · price: This transaction was executed in multiple trades at an average price of $12.06 per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or security holder of the issuer, full information regarding the number of shares sold at each transaction.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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November 28, 2017 Filed Nov 30, 2017 16:48 UTC ROSETTA STONE INC RST · Entity 12922 SaleCommon Stock 24,859 $12.06 $299,799.54
Disclosure

SEC source: 0001140361-17-044469 · doc1.xml · nonDerivative · entry 1

Nierenberg David · CIK 0001040899 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By The D3 Family Fund, LP

Disclosed balance after: 296,318

F2 · shares: These shares were sold pursuant to standard re-balancing due to the applicable Funds' practices.

F3 · price: This transaction was executed in multiple trades at an average price of $12.06 per share. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or security holder of the issuer, full information regarding the number of shares sold at each transaction.

F1 · balance_after: The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.