Amended Statement of Ownership (sc 13g/a)
February 14 2023 - 9:01AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
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. 27)*
American Software, Inc. Class A
(Name of Issuer)
Class A Common Stock, Par Value $0.10
(Title of Class of Securities)
029683109
(CUSIP Number)
Eddie C. Brown
Brown Capital Management, LLC
1201 N. Calvert Street
Baltimore, MD 21202
(410) 837-3234
(Name, Address and Telephone Number of
Person
Authorized to Receive Notices and Communications)
December 31, 2022
(Date of Event which Requires Filing of
this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[x] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] 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 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).
CUSIP No. 029683109 |
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13G |
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Page 2 of 5 Pages |
1. |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
Brown Capital Management, LLC |
|
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions) |
(a) [ ]
(b) [ ]
|
3. |
SEC USE ONLY
|
|
4. |
CITIZENSHIP OR PLACE OF ORGANIZATION
State of Maryland |
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5. |
SOLE VOTING POWER
629,493 |
6. |
SHARED VOTING POWER
None |
7. |
SOLE DISPOSITIVE POWER
1,177,634 |
8. |
SHARED DISPOSITIVE POWER
None |
9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,177,634 |
|
10. |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
(see instructions) [ ]
|
|
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.69% |
|
12. |
TYPE OF REPORTING PERSON (see instructions)
IA |
|
CUSIP No. 029683109 |
|
13G |
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Page 3 of 5 Pages |
Item 1. |
(a) |
Name of Issuer
American Software, Inc. Class A |
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(b) |
Address of Issuer’s Principal Executive Offices
470 E. Paces Ferry Road, NE
Atlanta, Georgia 30305 |
Item 2. |
(a) |
Name of Person Filing
Brown Capital Management, LLC |
|
|
|
|
(b) |
Address of the Principal Office or, if none, residence
1201 N. Calvert Street
Baltimore, MD 21202 |
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(c) |
Citizenship
Brown Capital Management, LLC is a Maryland Limited
Liability Company |
|
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|
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(d) |
Title of Class of Securities
Class A Common Stock, Par Value $0.10 |
|
|
|
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(e) |
CUSIP Number
029683109 |
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). |
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|
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|
(b) |
[ ] |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c) |
[ ] |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
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|
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(d) |
[ ] |
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
[x] |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f) |
[ ] |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g) |
[ ] |
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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(h) |
[ ] |
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(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); |
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(j) |
[ ] |
Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
CUSIP No. 029683109 |
|
13G |
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Page 4 of 5 Pages |
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.
|
|
Brown Capital Management, LLC |
(a) |
Amount beneficially owned: |
1,177,634 |
(b) |
Percent of class: |
3.69% |
(c) |
Number of shares as to which the person has: |
|
|
(i) |
Sole power to vote or to direct the vote: |
629,493 |
|
(ii) |
Shared power to vote or to direct the vote: |
None |
|
(iii) |
Sole power to dispose or to direct the disposition of: |
1,177,634 |
|
(iv) |
Shared power to dispose or to direct the disposition of: |
None |
Item 5. Ownership of Five Percent or
Less of a Class.
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 [X].
Instruction. Dissolution of a group
requires a response to this item.
Item 6. Ownership of More than Five
Percent on Behalf of Another Person.
No 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
CUSIP No. 029683109 |
|
13G |
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Page 5 of 5 Pages |
Item 10. Certification.
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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Brown Capital Management, LLC |
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By: |
/s/ Eddie C. Brown |
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Name: |
Eddie C. Brown |
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Title: |
CEO |
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Date: |
February 14, 2023 |
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