Amended Statement of Beneficial Ownership (sc 13d/a)
January 23 2017 - 9:17AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Inventure
Foods, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
461212102
(CUSIP Number)
Jacob D. Smith
Principal, General Counsel & CCO
Luther King Capital Management Corporation
301 Commerce Street, Suite 1600
Fort Worth, Texas 76102
(817)
332-3235
(Name, Address and Telephone Number of Persons Authorized to Receive Notices and Communications)
January 20, 2017
(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 Sections
240.13d-1(e),
240.13d-1(f)
or
240.13d-1(g),
check the following box. ☐
Note:
Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See Section
13d-7
for other parties to whom copies are to be sent.
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*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
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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).
Persons who response to the collection of information contained in this form are not required to respond unless the form
displays a currently valid OMB control number.
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CUSIP No. 461212102
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Page 2 of 12
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1.
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Name of
Reporting Persons.
LKCM Private Discipline Master Fund, SPC
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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Citizenship or Place of
Organization
Cayman Islands
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
1,370,809
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
1,370,809
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,370,809
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
7.0%
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14.
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Type of Reporting Person (See
Instructions)
OO
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CUSIP No. 461212102
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Page 3 of 12
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1.
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Name of
Reporting Persons.
LKCM Micro-Cap Partnership, L.P.
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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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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7.
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Sole Voting Power
52,489
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
52,489
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
52,489
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
0.3%
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14.
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Type of Reporting Person (See
Instructions)
PN
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CUSIP No. 461212102
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Page 4 of 12
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1.
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Name of
Reporting Persons.
LKCM Core Discipline, L.P.
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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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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7.
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Sole Voting Power
14,922
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
14,922
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
14,922
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
0.1%
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14.
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Type of Reporting Person (See
Instructions)
PN
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CUSIP No. 461212102
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Page 5 of 12
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1.
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Name of
Reporting Persons.
LKCM Investment Partnership, L.P.
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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Citizenship or Place of
Organization
Texas
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
750,000
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
750,000
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
750,000
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
3.8%
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14.
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Type of Reporting Person (See
Instructions)
PN
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CUSIP No. 461212102
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Page 6 of 12
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1.
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Name of
Reporting Persons.
LKCM Investment Partnership II, L.P.
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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Citizenship or Place of
Organization
Texas
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
28,000
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
28,000
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
28,000
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
0.1%
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14.
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Type of Reporting Person (See
Instructions)
PN
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CUSIP No. 461212102
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Page 7 of 12
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1.
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Name of
Reporting Persons.
Luther King Capital Management Corporation
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
N/A
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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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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7.
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Sole Voting Power
2,216,220
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
2,216,220
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,216,220
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
11.3%
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14.
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Type of Reporting Person (See
Instructions)
IA, CO
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CUSIP No. 461212102
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Page 8 of 12
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1.
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Name of
Reporting Persons.
J. Luther King, Jr.
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
WC / PF
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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Citizenship or Place of
Organization
United States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
2,240,695
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
2,240,695
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,240,695
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
11.4%
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14.
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Type of Reporting Person (See
Instructions)
IN
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CUSIP No. 461212102
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Page 9 of 12
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1.
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Name of
Reporting Persons.
J. Bryan King
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2.
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Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
N/A
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5.
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Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):
☐
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6.
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Citizenship or Place of
Organization
United States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
1,438,220
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8.
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Shared Voting Power
0
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9.
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Sole Dispositive Power
1,438,220
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10.
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Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
1,438,220
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12.
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Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):
☐
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13.
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Percent of Class Represented by Amount
in Row (11)
7.3%
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14.
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Type of Reporting Person (See
Instructions)
IN
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This Amendment No. 6 to Schedule 13D amends and supplements the Schedule 13D filed by the Reporting Persons
with respect to the Common Stock, par value $0.0001 per share (“Common Stock”), of Inventure Foods, Inc., a Delaware corporation (the “Issuer”). Except as set forth below, all previous Items remain unchanged. Capitalized terms
used herein but not defined herein shall have the meanings given to them in the Schedule 13D, as amended, filed with the Securities and Exchange Commission. Each of the Reporting Persons hereby expressly disclaims membership in a “group”
under the Securities Exchange Act of 1934 with respect to the securities reported herein, and this Schedule 13D shall not be deemed to be an admission that any such Reporting Person is a member of such a group. Each of the Reporting Persons hereby
expressly disclaims beneficial ownership of the securities reported herein, other than to the extent of its pecuniary interest therein, and this Schedule 13D shall not be deemed to be an admission that any such Reporting Person is the beneficial
owner of the securities reported herein for purposes of the Securities Exchange Act of 1934 or for any other purpose.
Item 3. Source and
Amount of Funds or Other Consideration
Item 3 is hereby supplemented as follows:
PDP acquired an additional 65,809 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $379,800 using working
capital. Micro acquired an additional 9,100 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $50,700 using working capital. J. Luther King, Jr. acquired an additional 16,120 shares of Common Stock
in open market transactions for an aggregate purchase price of approximately $100,300 using personal funds.
Item 4. Purpose of Transaction
Item 4 is hereby supplemented as follows:
The Reporting
Persons are seeking to have a representative of the Reporting Persons appointed to fill a vacancy recently created on the Issuer’s board of directors and are engaging in communications with the Issuer and its directors and officers in
connection therewith.
Item 5. Interest in Securities of the Issuer
Item 5 is hereby amended and restated as follows:
(a) As of
January 20, 2017, the Reporting Persons may be deemed to beneficially own 2,240,695 shares of Common Stock (which represents approximately 11.4% of the outstanding Common Stock based upon information contained in the Issuer’s Form
10-Q
for the period ended September 24, 2016).
(b)
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Sole
Voting
Power
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Shared
Voting
Power
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Sole
Dispositive
Power
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Shared
Dispositive
Power
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PDP
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1,370,809
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0
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1,370,809
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0
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Micro
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52,489
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0
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52,489
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0
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Core
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14,922
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0
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14,922
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0
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LIP
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750,000
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0
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750,000
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0
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LIP2
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28,000
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0
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28,000
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0
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LKCM
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2,216,220
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0
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2,216,220
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0
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J. Luther King, Jr.
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2,240,695
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0
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2,240,695
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0
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J. Bryan King
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1,438,220
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0
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1,438,220
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0
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(c) Not applicable.
(d) Not
applicable.
(e) Not applicable.
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.
Date: January 20, 2017
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LKCM Private Discipline Master Fund, SPC
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By:
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LKCM Private Discipline Management, L.P., sole holder of its management shares
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By:
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LKCM Alternative Management, LLC, its general partner
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By:
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/s/ J. Bryan King
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J. Bryan King, President
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LKCM
Micro-Cap
Partnership, L.P.
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By:
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LKCM
Micro-Cap
Management, L.P., its general partner
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By:
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LKCM Alternative Management, LLC, its general partner
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By:
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/s/ J. Bryan King
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J. Bryan King, President
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LKCM Core Discipline, L.P.
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By:
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LKCM Core Discipline Management, L.P., its general partner
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By:
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LKCM Alternative Management, LLC, its general partner
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By:
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/s/ J. Bryan King
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J. Bryan King, President
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LKCM Investment Partnership, L.P.
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By:
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LKCM Investment Partnership GP, LLC, its general partner
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By:
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/s/ J. Luther King, Jr.
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J. Luther King, Jr.
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LKCM Investment Partnership II, L.P.
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By:
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LKCM Investment Partnership GP, LLC, its general partner
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By:
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/s/ J. Luther King, Jr.
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J. Luther King, Jr.
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Luther King Capital Management Corporation
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By:
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/s/ J. Bryan King
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J. Bryan King, Principal and Vice President
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/s/ J. Bryan King
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J. Bryan King
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/s/ J. Luther King, Jr.
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J. Luther King, Jr.
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