Statement of Changes in Beneficial Ownership (4)
September 02 2022 - 04:17PM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
1. Name
and Address of Reporting Person * WYNNEFIELD
PARTNERS SMALL CAP VALUE LP I |
2. Issuer Name and Ticker or Trading
Symbol Williams Industrial Services Group Inc. [ WLMS
] |
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)
450 SEVENTH AVENUE, SUITE 509 |
3. Date of Earliest Transaction (MM/DD/YYYY)
8/31/2022
|
(Street)
NEW YORK, NY 10123
(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, par value $0.01 per share (the
"Common Stock") |
8/31/2022 |
|
P |
|
464 |
A |
$1.65 |
2508402 |
D (1) |
|
Common Stock |
8/31/2022 |
|
P |
|
487 |
A |
$1.65 |
3950705 |
I |
See Footnotes (2)(3)(4) |
Common Stock |
9/1/2022 |
|
P |
|
1086 |
A |
$1.65 |
2509488 |
D (1) |
|
Common Stock |
9/1/2022 |
|
P |
|
1139 |
A |
$1.65 |
3951844 |
I |
See Footnotes (2)(3)(4) |
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 Reporting Person
directly beneficially owns 2,509,488 shares of Common Stock, of the
Issuer. Wynnefield Capital Management, LLC, as the sole general
partner of the Reporting Person, has an indirect beneficial
ownership interest in the shares of Common Stock that the Reporting
Person directly beneficially owns. Nelson Obus and Joshua Landes,
as co-managing members of Wynnefield Capital Management, LLC, have
an indirect beneficial ownership interest in the shares of Common
Stock that the Reporting Person directly beneficially
owns. |
(2) |
The Reporting Person has an
indirect beneficial ownership interest in 2,119,632 shares of
Common Stock, which are directly beneficially owned by Wynnefield
Partners Small Cap Value, L.P., as members of a group under Section
13(d) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). Wynnefield Partners Small Cap Value, L.P., which
maintains offices at the same address as the Reporting Person, is
filing this statement jointly with the Reporting Person. Wynnefield
Capital Management, LLC, as the sole general partner of Wynnefield
Partners Small Cap Value, L.P., has an indirect beneficial
ownership interest in the shares of Common Stock that Wynnefield
Partners Small Cap Value L.P. directly beneficially owns. Nelson
Obus and Joshua Landes, as co-managing members of Wynnefield
Capital Management, LLC, have an indirect beneficial ownership
interest in the shares of Common Stock that Wynnefield Partners
Small Cap Value, L.P. directly beneficially owns. |
(3) |
The Reporting Person has an
indirect beneficial ownership interest in 1,576,936 shares of
Common Stock, which are directly beneficially owned by Wynnefield
Small Cap Value Offshore Fund, Ltd., as members of a group under
Section 13(d) of the Exchange Act. Wynnefield Small Cap Value
Offshore Fund, Ltd., which maintains offices at the same address as
the Reporting Person, is filing this statement jointly with the
Reporting Person. Wynnefield Capital, Inc. as the sole investment
manager of Wynnefield Small Cap Value Offshore Fund, Ltd., has an
indirect beneficial ownership interest in the shares of Common
Stock that Wynnefield Small Cap Value Offshore Fund, Ltd. directly
beneficially owns. Nelson Obus and Joshua Landes, as principal
executive officers of Wynnefield Capital, Inc., have an indirect
beneficial ownership interest in the shares of Common Stock that
Wynnefield Small Cap Value Offshore Fund, Ltd. directly
beneficially owns. |
(4) |
The Reporting Person has an
indirect beneficial ownership interest in 255,276 shares of Common
Stock, which are directly beneficially owned by Wynnefield Capital,
Inc. Profit Sharing Plan, as members of a group under Section 13(d)
of the Exchange Act. Wynnefield Capital, Inc. Profit Sharing Plan,
which maintains offices at the same address as the Reporting
Person, is filing this Form jointly with the Reporting Person. Mr.
Obus and Mr. Landes, as co-trustees, has the power to vote and
dispose of Wynnefield Capital, Inc. Profit Sharing Plan's
investments in securities and has an indirect beneficial ownership
interest in the shares of Common Stock that Wynnefield Capital,
Inc. Profit Sharing Plan directly beneficially owns. |
Remarks:
Each of the Reporting Owners identified in this statement disclaims
beneficial ownership of the securities described in this statement,
except to the extent of their individual respective pecuniary
interest in such securities. The filing of this statement shall not
be deemed an admission that any of the Reporting Owners identified
in this statement are, for purposes of Section 16 of the Exchange
Act or otherwise, the beneficial owner of any securities specified
in this statement other than those directly beneficially owned by
them. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
WYNNEFIELD PARTNERS SMALL CAP VALUE LP I
450 SEVENTH AVENUE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
|
WYNNEFIELD PARTNERS SMALL CAP VALUE LP
450 SEVENTH AVENUE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
|
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND LTD
450 SEVENTH AVE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
|
WYNNEFIELD CAPITAL MANAGEMENT LLC
450 SEVENTH AVE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
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WYNNEFIELD CAPITAL INC
450 SEVENTH AVE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
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Wynnefield Capital, Inc. Profit Sharing Plan
450 SEVENTH AVENUE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
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OBUS NELSON
450 SEVENTH AVENUE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
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LANDES JOSHUA
450 SEVENTH AVENUE
SUITE 509
NEW YORK, NY 10123 |
|
X |
|
|
Signatures
|
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P I By:
Wynnefield Capital Management, LLC General Partner By: /s/ Nelson
Obus Nelson Obus, Managing Member |
|
9/2/2022 |
**Signature
of Reporting Person |
Date |
WYNNEFIELD PARTNERS SMALL CAP VALUE, L.P. By:
Wynnefield Capital Management, LLC General Partner By: /s/ Nelson
Obus Nelson Obus, Managing Member |
|
9/2/2022 |
**Signature
of Reporting Person |
Date |
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND, LTD.
By: Wynnefield Capital, Inc. By: /s/ Nelson Obus Nelson Obus,
President |
|
9/2/2022 |
**Signature
of Reporting Person |
Date |
WYNNEFIELD CAPITAL, INC. PROFIT SHARING PLAN By:
/s/ Nelson Obus Nelson Obus, Co-Trustee |
|
9/2/2022 |
**Signature
of Reporting Person |
Date |
WYNNEFIELD CAPITAL MANAGEMENT, LLC By: /s/ Nelson
Obus Nelson Obus, Managing Member |
|
9/2/2022 |
**Signature
of Reporting Person |
Date |
WYNNEFIELD CAPITAL, INC. By: /s/ Nelson Obus
Nelson Obus, President |
|
9/2/2022 |
**Signature
of Reporting Person |
Date |
/s/ Nelson Obus Nelson Obus,
individually |
|
9/2/2022 |
**Signature
of Reporting Person |
Date |
/s/ Joshua Landes Joshua Landes,
individually |
|
9/2/2022 |
**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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