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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
Harte Hanks, Inc.
(Name of Issuer)
Common Stock, $1.00 Par Value
(Title of Class of Securities)
416196103
(CUSIP Number)
Robert Wyman
Harte Hanks, Inc.
2800 Wells Branch Parkway
Austin, Texas 78728
(512) 434-1100
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
November 21, 2019
(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 Rule 13d-1(e), Rule 13d-1(f) or Rule 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 Rule 13d-7 for other parties to whom copies are to be sent.
* 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.
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).
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1
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NAMES OF REPORTING PERSONS;
David L. Copeland
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
N/A
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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 Citizen
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7
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SOLE VOTING POWER:
56,831
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
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8
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SHARED VOTING POWER:
353,464
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EACH
REPORTING
PERSON
WITH
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9
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SOLE DISPOSITIVE POWER:
56,831
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10
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SHARED DISPOSITIVE POWER:
353,464
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
410,295
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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):
6.5%*
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
IN
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*Based on 6,300,381 shares of Common Stock of Harte Hanks, Inc. outstanding as of October 15, 2019.
Item 1. SECURITY AND ISSUER.
This statement relates to shares of Common Stock of Harte Hanks, Inc. (the “Issuer”). The principal executive offices of the Issuer are located at 2800 Wells Branch Parkway, Austin, Texas 78728. On January 31, 2018, the Issuer effected a 10-for-1 reverse stock split. All the numbers and percentages included in this report give effect to this reverse stock split.
Item 2. IDENTITY AND BACKGROUND.
(a) (b) (c)
Pursuant to Regulation 13D-G of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended (the “Act”), this Schedule 13D Amendment No. 6 is hereby filed by David L. Copeland (the “Reporting Person”), 2800 Wells Branch Parkway, Austin, Texas 78728. His position with the Issuer is to serve as a director of the Issuer, 2800 Wells Branch Parkway, Austin, Texas 78728. His present principal occupation or employment is investment and the name, principal business and address of his employment is SIPCO, Inc., 273 Walnut Street, Abilene, Texas 79601.
(d)-(e) No.
(f) United States Citizen
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
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(a)
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Amount Beneficially Owned: 410,295
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Percent of Class: 6.5% (Based on 6,300,381 shares of Common Stock of the Issuer outstanding as of October 15, 2019).
The Reporting Person directly owns 52,021 restricted and unrestricted shares of Common Stock and no shares of Common Stock of the Issuer in options exercisable within 60 days.
The Reporting Person disclaims beneficial ownership of an aggregate of 358,274 shares of Common Stock (the “Disclaimed Shares”) and has no pecuniary interest in the Disclaimed Shares, which are held as follows: (1) the Shelton Family Foundation, of which the Reporting Person is one of nine directors and an employee, owns 306,246 of the Disclaimed Shares; (2) an aggregate of 47,218 of the Disclaimed Shares are held in trusts of which the Reporting Person serves as co-trustee and holds shared voting and dispositive power; (3) an aggregate of 1,010 of the Disclaimed Shares are held in trusts of which the Reporting Person serves as the sole trustee and holds sole voting and investment power; (4) none of the Disclaimed Shares are held in Ruby Shelton Family Investments, Ltd. (the “Partnership”), of which the Reporting Person is the sole manager of the Partnership’s general partner; and (5) 3,800 of the Disclaimed Shares are held in custodial accounts for unrelated minors of which the Reporting Person is the sole custodian.
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(b)
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Number of shares as to which the Reporting Person has:
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(i)
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Sole power to vote or to direct the vote: 56,831
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(ii)
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Shared power to vote or to direct the vote: 353,464
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(iii)
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Sole power to dispose or direct the disposition of: 56,831
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(iv)
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Shared power to dispose or direct the disposition of: 353,464
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(c)
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The Reporting Person has not effected any transactions in the Common Stock of the Issuer during the past 60 days, except as listed below:
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The Reporting Person is the co-trustee of the Christine Nichols 1989 Trust and on November 21, 2019, 16,000 shares of Common Stock were sold by this trust in the open market.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
See Item 5(a) regarding custodial account, trust and foundation arrangements.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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: December 5, 2019
/s/ David L. Copeland
By: David L. Copeland