FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Osmium Partners, LLC
2. Issuer Name and Ticker or Trading Symbol

MOD PAC CORP [ INSW ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

388 MARKET STREET, SUITE 920, 
3. Date of Earliest Transaction (MM/DD/YYYY)

1/29/2010
(Street)

SAN FRANCISCO, CA 94111
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock ($0.001 par value)   1/29/2010     P    4319   A $4.00   (4) 123511   I   By Osmium Capital, LP   (1)
Common Stock ($0.001 par value)   1/29/2010     P    2181   A $4.00   (4) 364760   I   By Osmium Capital II, LP   (1)
Common Stock ($0.001 par value)   2/1/2010     P    2660   A $4.00   (5) 126171   I   By Osmium Capital, LP   (1)
Common Stock ($0.001 par value)   2/1/2010     P    8740   A $4.00   (5) 373500   I   By Osmium Capital II, LP   (1)
Common Stock ($0.001 par value)                  104983   I   By Osmium Spartan, LP   (1)
Common Stock ($0.001 par value)                  11281   I   By separately managed accounts   (2)
Common Stock ($0.001 par value)                  44733   D   (3)
 

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  The general partner of Osmium Capital, LP, Osmium Capital II, LP and Osmium Spartan, LP is Osmium Partners, LLC ("General Partner"). John H. Lewis is the controlling member of the General Partner. Each of Mr. Lewis and the General Partner may be deemed to have voting and dispositive power with respect to the shares held by Osmium Capital, LP, Osmium Capital II, LP and Osmium Spartan, LP, and each disclaims beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, if any, and this report shall not be deemed an admission that Mr. Lewis or the General Partner is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act") or for any other purpose
( 2)  The General Partner manages separately managed accounts for various investors and has discretionary investment authority over the trading of securities in such accounts. John H. Lewis is the controlling member of the General Partner. Each of Mr. Lewis and the General Partner may be deemed to have voting and dispositive power with respect to the shares held in such accounts, and each disclaims beneficial ownership of such shares, except to the extent of his or its pecuniary interest therein, if any, and this report shall not be deemed an admission that Mr. Lewis or the General Partner is the beneficial owner of the shares for purposes of Section 16 of the Exchange Act or for any other purpose.
( 3)  These shares are held directly by John H. Lewis.
( 4)  Price represents the weighted average price with respect to shares purchased on this date. This transaction was executed in multiple trades ranging from $3.996 to $4.00. The Reporting Persons hereby undertake to provide upon request by the SEC, the issuer, or any security holder of the issuer, full information regarding the number of shares purchased at each separate price.
( 5)  Price represents the weighted average price with respect to shares purchased on this date. This transaction was executed in multiple trades ranging from $3.98 to $4.0899. The Reporting Persons hereby undertake to provide upon request by the SEC, the issuer, or any security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Osmium Partners, LLC
388 MARKET STREET, SUITE 920
SAN FRANCISCO, CA 94111

X

Lewis John Hartnett
388 MARKET STREET, SUITE 920
SAN FRANCISCO, CA 94111

X

OSMIUM CAPITAL LP
388 MARKET STREET
SUITE 920
SAN FRANCISCO, CA 94111

X

Osmium Capital II, LP
388 MARKET STREET
SUITE 920
SAN FRANCISCO, CA 94111

X

OSMIUM SPARTAN L P
388 MARKET STREET
SUITE 920
SAN FRANCISCO, CA 94111

X


Signatures
/s/ JOHN H. LEWIS Osmium Partners, LLC By: /s/ JOHN H. LEWIS, Managing Member 2/2/2010
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond 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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