CUSIP No. 29076N206
(1) Names of Reporting Persons. I.R.S. Identification Nos. of
Above Persons (entities only):
AWM Investment Company, Inc.
(2) Check the Appropriate Box if a Member of a Group (See
Instructions) (a)___ b)___
(3) SEC Use Only
(4) Citizenship or Place of Organization: Delaware, United States
Number of Shares Beneficially
Owned by Each Reporting Person
With
(5) Sole Voting Power:
4,492,624 (common shares)
4,912,460 (9.99% of outstanding
shares)**
(6) Shared Voting Power: 0**
(7) Sole Dispositive Power:
4,492,624 (common shares)
4,912,460 (9.99% of outstanding
shares)**
(8) Shared Dispositive Power: 0**
(9) Aggregate Amount Beneficially Owned by Each Reporting
Person: 4,492,624 (common shares) 4,912,460 (9.99% of
outstanding shares)**
(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions):
(11) Percent of Class Represented by Amount in Row (9): 9.99%**
(12) Type of Reporting Person (See Instructions): IA
**AWM Investment Company, Inc., a Delaware corporation (?AWM?), is the
investment adviser to Special Situations Cayman Fund, L.P. (?CAYMAN?),
Special Situations Fund III QP, L.P. (?SSFQP?), Special Situations
Technology Fund, L.P. (?TECH?) and Special Situations Technology Fund
II, L.P. (?TECH II?). (CAYMAN, SSFQP, TECH and TECH II will hereafter
be referred to as the ?Funds?). As the investment adviser to the
Funds, AWM holds sole voting and investment power over: 570,241 shares
of Common Stock of the Issuer (the ?Shares?), 507,713 pre-funded
Warrants*** to purchase Shares and 699,997 Warrants*** to purchase
Shares held by CAYMAN; 1,503,353 Shares, 1,338,508 pre-funded
Warrants*** to purchase Shares and 1,845,437 Warrants*** to purchase
Shares held by SSFQP; 362,882 Shares, 323,091 pre-funded Warrants***
to purchase Shares and 445,453 Warrants*** to purchase Shares held by
TECH; and 2,056,148 Shares, 1,830,688 pre-funded Warrants*** to
purchase Shares and 2,524,113 Warrants*** to purchase Shares held by
TECH II. See Items 2 and 4 of this Schedule for additional
information.
*** The Warrants described herein may only be exercised to the extent
that the total number of Common Shares then beneficially owned does
not exceed 9.99% of the outstanding shares. The shares reflected as
9.99% of the outstanding shares does not take into account additional
shares outstanding that would occur upon the exercise of warrants.
Item 1(a). Name Of Issuer: eMagin Corporation
Item 1(b). Address of Issuer?s Principal Executive Offices:
700 South Drive, Suite 201
Hopewell Junction, NY 12533
Item 2(a). Name of Person Filing:
The person filing this report is AWM Investment Company, Inc.,
a Delaware corporation (?AWM?), which is the investment adviser
to Special Situations Cayman Fund, L.P., a Cayman Islands
Limited Partnership (?CAYMAN?), Special Situations Fund III QP,
L.P., a Delaware limited partnership (?SSFQP?), Special
Situations Technology Fund, L.P., a Delaware limited
partnership (?TECH?) and Special Situations Technology Fund II,
L.P., a Delaware limited partnership (?TECH II?), (CAYMAN,
SSFQP, TECH and TECH II, will hereafter be referred to as the
?Funds?). The principal business of each Fund is to invest in
equity and equity-related securities and other securities of
any kind or nature.
Austin W. Marxe (?Marxe?), David M. Greenhouse (?Greenhouse?)
and Adam C. Stettner (?Stettner?) are members of: SSCayman,
L.L.C., a Delaware limited liability company (?SSCAY?), the
general partner of CAYMAN; MGP Advisers Limited Partnership, a
Delaware limited partnership (?MGP?), the general partner of
SSFQP; and SST Advisers, L.L.C., a Delaware limited liability
company (?SSTA?), the general partner of TECH and TECH II.
Marxe, Greenhouse and Stettner are also controlling principals
of AWM.
Item 2(b). Address of Principal Business Office or, if None,
Residence:
The principal business address for AWM is c/o Special
Situations Funds, 527 Madison Avenue, Suite 2600, New York, NY
10022.
Item 2(c). Citizenship: AWM is a Delaware Corporation.
Item 2(d). Title of Class of Securities: Common Stock, Par
Value $.001
Item 2(e). CUSIP No.: 29076N206
Item 3. If This Statement Is Filed Pursuant to ??240.13d-1(b) or
240.13d-2(b) or (c), check whether the Person Filing is a:
Not Applicable.
Item 4. Ownership
(a) Amount Beneficially Owned: 4,492,624 (common shares)
4,912,460 (9.99% of outstanding shares)**
(b) Percent of Class: 9.99%**
(c) Number of Shares as to which the person has:
(i) sole power to vote or to direct the vote: 4,492,624
(common shares) 4,912,460 (9.99% of outstanding shares)**
(ii) shared power to vote or to direct the vote: 0**
(iii) sole power to dispose or to direct the disposition of:
4,492,624 (common shares) 4,912,460 (9.99% of
outstanding shares)**
(iv) shared power to dispose or to direct the disposition
of: 0**
______________________________________________________________________
** AWM is the investment adviser to each of the Funds. As the
investment adviser to the Funds, AWM holds sole voting and investment
power over: 570,241 Shares, 507,713 pre-funded Warrants*** to purchase
Shares and 699,997 Warrants*** to purchase Shares held by CAYMAN;
1,503,353 Shares, 1,338,508 pre-funded Warrants*** to purchase Shares
and 1,845,437 Warrants*** to purchase Shares held by SSFQP; 362,882
Shares, 323,091 pre-funded Warrants*** to purchase Shares and 445,453
Warrants*** to purchase Shares held by TECH; and 2,056,148 Shares,
1,830,688 pre-funded Warrants*** to purchase Shares and 2,524,113
Warrants*** to purchase Shares held by TECH II. Marxe, Greenhouse and
Stettner are members of: SSCAY, the general partner of CAYMAN; MGP,
the general partner of SSFQP; and SSTA, the general partner of TECH
and TECH II. Marxe, Greenhouse and Stettner are also controlling
principals of AWM.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following. ___
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.
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.
Dated: February 10, 2020
AWM INVESTMENT COMPANY, INC.
By:/s/ Adam Stettner
Name: Adam Stettner
Title: Vice President
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
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