Statement of Ownership (sc 13g)
February 14 2020 - 2:49PM
Edgar (US Regulatory)
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
_____________
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO
BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(b),
(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE
13d-2(b)
(AMENDMENT NO.
__)*
DAWSON
GEOPHYSICAL COMPANY
(Name of Issuer)
Common
Stock, $0.01 par value
(Title of Class
of Securities)
239360100
(CUSIP Number)
December
31, 2019
(Date of Event
Which Requires Filing of This Statement)
Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
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*
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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.
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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 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. 239360100
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13G
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Page 2 of 7 Pages
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1
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NAMES
OF REPORTING PERSONS S.S. OR
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS
Gate
City Capital Management, LLC
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) [
]
(b) [
]
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Illinois
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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5
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SOLE
VOTING POWER
974,386
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6
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SHARED
VOTING POWER
0
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7
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SOLE
DISPOSITIVE POWER
1,590,334
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8
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SHARED
DISPOSITIVE POWER
0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,590,334
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
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[
]
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.84%
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12
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TYPE
OF REPORTING PERSON
IA
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CUSIP
NO. 239360100
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13G
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Page
3 of 7 Pages
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1
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NAMES
OF REPORTING PERSONS S.S. OR
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS
Michael
Melby
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) [
]
(b) [
]
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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5
|
SOLE
VOTING POWER
974,386
|
6
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SHARED
VOTING POWER
0
|
7
|
SOLE
DISPOSITIVE POWER
1,590,334
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8
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SHARED
DISPOSITIVE POWER
0
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,590,334
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
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[
]
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.84%
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12
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TYPE
OF REPORTING PERSON
IN
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CUSIP NO.
239360100
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13G
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Page
4 of 7 Pages
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This Schedule 13G (this "Schedule
13G") is being filed on behalf of Gate City Capital Management, LLC, an Illinois limited liability company (the "Management
Company") and Michael Melby. Mr. Melby serves as the managing member of the Management Company. The Management Company serves
as an adviser to certain private investment funds and managed accounts (the "Funds"). This Schedule 13G relates to Common
Shares (the "Common Shares") of Emmis Communications Corporation (the "Issuer") held by the Funds.
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Item 1.
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(a)
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Name of Issuer:
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DAWSON GEOPHYSICAL COMPANY
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(b)
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Address of Issuer’s Principal
Executive Offices:
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508 West
Wall, Suite 800, Midland, TX 79701
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Item 2.
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(a)
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Name of Person Filing:
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Gate City Capital Management,
LLC
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(b)
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Address of Principal Business
Office or, if None, Residence:
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425 S. Financial Place, Suite
910A, Chicago, IL 60605
United States
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(d)
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Title of Class of Securities:
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Common Stock
239360100
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Item 3.
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If
This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether
the Person Filing is a:
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(a)
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[ ]
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Broker or dealer registered under
Section 15 of the Exchange Act.
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(b)
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[ ]
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Bank as defined in Section 3(a)(6)
of the Exchange Act.
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(c)
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[ ]
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Insurance company as defined in
Section 3(a)(19) of the Exchange Act.
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(d)
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[ ]
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Investment company registered under
Section 8 of the Investment Company Act.
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(e)
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[ x ]
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An investment adviser in accordance
with Rule 13d-1(b)(1)(ii)(E);
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(f)
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[ ]
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An employee benefit plan or endowment
fund in accordance with Rule 13d-1(b)(1)(ii)(F);
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(g)
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[ ]
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A parent holding company or control
person in accordance with Rule 13d-1(b)(1)(ii)(G);
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(h)
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[ ]
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A savings association as defined
in Section 3(b) of the Federal Deposit Insurance Act;
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(i)
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[ ]
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A church plan that is excluded from
the definition of an investment company under Section 3(c)(14) of the Investment Company
Act;
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(j)
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[ ]
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
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CUSIP NO.
239360100
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13G
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Page
5 of 7 Pages
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1.
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Gate
City Capital Management, LLC
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(a)
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Amount beneficially owned:
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1,590,334
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(b)
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Percent of class:
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6.84%
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(c)
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Number of shares as to which the person
has:
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(i)
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Sole power to vote or to direct the
vote:
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974,386
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(ii)
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Shared power to vote or to direct the vote:
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0
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(iii)
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Sole power to dispose or to direct the disposition
of:
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1,590,334
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(iv)
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Shared power to dispose or to direct the disposition
of:
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0
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(a)
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Amount beneficially owned:
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1,590,334
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(b)
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Percent of class:
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6.84%
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(c)
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Number of shares as to which the person
has:
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(i)
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Sole power to vote or to direct the
vote:
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974,386
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(ii)
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Shared power to vote or to direct the vote:
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0
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(iii)
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Sole power to dispose or to direct the disposition
of:
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1,590,334
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(iv)
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Shared power to dispose or to direct the disposition
of:
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0
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Item 5.
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Ownership of Five Percent or Less
of a Class.
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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 [ ]
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Item 6.
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Ownership of More than Five Percent
on Behalf of Another Person.
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Not applicable
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Item 7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by
the Parent Holding Company or Control Person.
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Not applicable
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Item 8.
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Identification and Classification
of Members of the Group.
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Not applicable
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Item 9.
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Notice
of Dissolution of Group.
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Not applicable
CUSIP
NO. 239360100
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13G
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Page
6 of 7 Pages
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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.
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Gate City Capital Management, LLC
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By:
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Name:
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Michael Melby
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Title:
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Managing Member
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By:
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Name:
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Michael Melby
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Date:
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February 13, 2020
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CUSIP
NO. 239360100
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13G
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Page
7 of 7 Pages
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JOINT
FILING AGREEMENT
In accordance with
the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth
therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached,
and have duly executed this joint filing agreement as of the date set forth below.
Date:
February 13, 2020
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Gate City Capital Management, LLC
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By:
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Name:
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Michael Melby
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Title:
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Managing Member
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By:
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Name:
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Michael Melby
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Date:
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February 13, 2020
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