Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
February 05 2024 - 4:35PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
TransAct
Technologies Incorporated
(Name of Issuer)
Common Stock,
par value $0.01 per share
(Title of Class of Securities)
892918103
(CUSIP Number)
December
31, 2023
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule
pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
*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 the disclosures provided in a prior cover page.
The information required in 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).
CUSIP No. 892918103 |
Schedule 13G |
Page 2 of 9 Pages |
1 |
NAMES OF REPORTING PERSONS
Bart C. Shuldman
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨
(b) ¨ |
3 |
SEC USE ONLY |
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
5 |
SOLE VOTING POWER
703,005(1) |
6 |
SHARED VOTING POWER
1,545(2) |
7 |
SOLE DISPOSITIVE POWER
703,005(1) |
8 |
SHARED DISPOSITIVE POWER
1,545(2) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
704,550(1)(2) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.07%(1)(2)(3) |
12 |
TYPE OF REPORTING PERSON
IN |
|
|
|
|
|
| (1) | Includes (i) 131,880 shares of common stock, par value $0.01 per share
(“Company Common Stock”), of TransAct Technologies Incorporated (the “Company”)
owned directly by the reporting person and (ii) 571,125 shares of Company Common Stock underlying
options issued to the reporting person under the Company’s equity incentive plans that
are currently exercisable. |
CUSIP No. 892918103 |
Schedule 13G |
Page 3 of 9 Pages |
| (2) | Shares of Company Common Stock owned by the reporting person’s
spouse in an individual retirement account. |
| (3) | Beneficial ownership percentage is based upon 9,958,811 shares of Company
Common Stock issued and outstanding as of December 31, 2023, as reported to the reporting
person by the Company. |
CUSIP No. 892918103 |
Schedule 13G |
Page 4 of 9 Pages |
Item 1(a). |
NAME OF ISSUER |
|
|
|
TransAct Technologies Incorporated |
Item 1(b). |
ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES |
|
|
|
One Hamden Center
2319 Whitney Avenue, Suite 3B
Hamden, CT 06518
|
Item 2(a). |
NAME OF PERSON FILING |
|
|
|
Bart C. Shuldman |
Item 2(b). |
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE |
|
|
|
9 Marina Drive, Unit A
Key Largo, FL 33037
|
Item 2(c). |
CITIZENSHIP |
|
|
|
United States |
Item 2(d). |
TITLE OF CLASS OF SECURITIES |
|
|
|
Common Stock, par value $0.01 per share |
Item 2(e). |
CUSIP NUMBER |
|
|
|
892918103 |
CUSIP No. 892918103 |
Schedule 13G |
Page 5 of 9 Pages |
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: |
|
(a) |
¨ |
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
|
(b) |
¨ |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
|
(c) |
¨ |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
|
(d) |
¨ |
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
|
(e) |
¨ |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
|
(f) |
¨ |
An employee benefit plan or endowment fund in accordance
with §240.13d-1(b)(1)(ii)(F);
|
|
(g) |
¨ |
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
|
|
(h) |
¨ |
A savings association as defined in section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
|
|
(i) |
¨ |
A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
|
(j) |
¨ |
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
|
|
(k) |
¨ |
Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing
as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
|
|
Not applicable. |
CUSIP No. 892918103 |
Schedule 13G |
Page 6 of 9 Pages |
(a) |
Amount beneficially owned: |
704,550(1)(2) |
|
|
|
|
(b) |
Percent of class: |
7.07%(1)(2)(3) |
|
|
(c) |
Number of shares as to which the person has: |
(i) |
Sole power to vote or direct the vote: 703,005(1) |
|
|
|
|
|
(ii) |
Shared power to vote or direct the vote: 1,545(2)
|
(iii) |
Sole power to dispose or direct the disposition
of: 703,005(1)
|
(iv) |
Shared power to dispose or direct the disposition of: 1,545(2) |
| (1) | Includes (i) 131,880 shares of common stock, par value $0.01 per share
(“Company Common Stock”), of TransAct Technologies Incorporated (the “Company”)
owned directly by the reporting person and (ii) 571,125 shares of Company Common Stock underlying
options issued to the reporting person under the Company’s equity incentive plans that
are currently exercisable. |
| (2) | Shares of Company Common Stock owned by the reporting person’s
spouse in an individual retirement account. |
| (3) | Beneficial ownership percentage is based upon 9,958,811 shares of Company
Common Stock issued and outstanding as of December 31, 2023, as reported to the reporting
person by the Company. |
CUSIP No. 892918103 |
Schedule 13G |
Page 7 of 9 Pages |
Item 5. |
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS |
|
|
|
Not applicable. |
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. |
CUSIP No. 892918103 |
Schedule 13G |
Page 8 of 9 Pages |
CUSIP No. 892918103 |
Schedule 13G |
Page 9 of 9 Pages |
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: February 5, 2024
|
|
/s/ Bart C. Shuldman |
|
Name: Bart C. Shuldman |
|
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