UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ________)*
VITAMIN SHOPPE INC
(Name of Issuer)
Common Stock
(Title of Class of Securities)
92849E101
(CUSIP Number)
November 20, 2017
(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)
*The remainder of this cover page shall be filled out for a reporting
person 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).
1. Names of Reporting Persons.
SHAH CAPITAL MANAGEMENT, INC. (SCM)
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
State of North Carolina
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
0
6. Shared Voting Power
3,085,500
7. Sole Dispositive Power
0
8. Shared Dispositive Power
3,085,000
9. Aggregate Amount Beneficially Owned by Each Reporting Person
3,085,000
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
13.32%
12. Type of Reporting Person
IA
1. Names of Reporting Persons.
SHAH CAPITAL OPPORTUNITY FUND LP
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
State of Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
0
6. Shared Voting Power
2,914,500
7. Sole Dispositive Power
0
8. Shared Dispositive Power
2,914,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,914,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
12.59%
12. Type of Reporting Person
PN
1. Names of Reporting Persons.
HIMANSHU H. SHAH
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
29,000
6. Shared Voting Power
3,114,500
7. Sole Dispositive Power
29,000
8. Shared Dispositive Power
3,114,500
9. Aggregate Amount Beneficially Owned by Each Reporting Person
3,114,500
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
13.45%
12. Type of Reporting Person
IN
ITEM 1.
(a) Name of Issuer:
VITAMIN SHOPPE INC.
(b) Address of Issuer's Principal Executive Offices:
THE VITAMIN SHOPPE
300 HARMON MEADOW BLVD.
SECAUCUS, NJ 07094
ITEM 2.
(a) Name of Person Filing:
SHAH CAPITAL MANAGEMENT
SHAH CAPITAL OPPORTUNITY FUND LP
HIMANSHU H. SHAH
(b) Address of Principal Business Office, or if None, Residence:
For all persons filing:
8601 Six Forks Road, Ste. 630
Raleigh, NC 27615
(c) Citizenship:
Shah Capital Management is a North Carolina registered corporation
Shah Capital Opportunity Fund LP is a Delaware Limited Partnership
Himanshu H. Shah is a United States citizen
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
92849E101
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13d-1(b)
OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(e) An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E)
ITEM 4. OWNERSHIP.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in
Item 1.
(a) Amount beneficially owned:
(b) Percent of class:
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
(ii) Shared power to vote or to direct the vote
(iii) Sole power to dispose or to direct the disposition of
(iv) Shared power to dispose or to direct the disposition of
SCM Shah Capital Opportunity Himanshu
Fund LP
(a) 3,085,500 2,914,500 3,114,500
(b) 13.32% 12.59% 13.45%
(i) NA NA 29,000
(ii) 3,085,500 2,914,500 3,114,500
(iii) NA NA 29,000
(iv) 3,085,500 2,914,500 3,114,500
|
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is 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.
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. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge and belief
the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and 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 such 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.
November 20, 2017
Signature: Himanshu H. Shah/Sd
Name/Title: Himanshu H. Shah, President & CIO
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