| |
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|
|
|
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1
|
NAME OF REPORTING PERSONS
Charles M. Diker
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|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) o
|
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|
6
|
SHARED VOTING POWER
927,087
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
927,087
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
927,087
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.3%
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN*
|
*The Reporting Person, as defined below, is affiliated with a Registered Investment Adviser but has elected to file Schedule
13G nonetheless. As an affiliate of a Registered Investment Adviser, the Reporting Person disclaims all beneficial ownership
of these shares, and in any case, disclaims beneficial ownership of these shares except to the extent of the Reporting Person's
pecuniary interest in the shares.
|
CUSIP
No. M8183P102
|
SCHEDULE 13G/A
|
Page 5
of 10 Pages
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| |
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|
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|
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1
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NAME OF REPORTING PERSONS
Mark N. Diker
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) o
|
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|
6
|
SHARED VOTING POWER
927,087
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
927,087
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
927,087
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.3%
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN*
|
*The Reporting Person, as defined below, is affiliated with a Registered Investment Adviser but has elected to file Schedule
13G nonetheless. As an affiliate of a Registered Investment Adviser, the Reporting Person disclaims all beneficial ownership
of these shares, and in any case, disclaims beneficial ownership of these shares except to the extent of the Reporting Person's
pecuniary interest in the shares.
|
CUSIP
No. M8183P102
|
SCHEDULE 13G/A
|
Page 6
of 11 Pages
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| |
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1
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NAME OF REPORTING PERSONS
Unterberg Technology Partners LP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) o
|
|
|
3
|
SEC USE ONLY
|
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4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|
6
|
SHARED VOTING POWER
880,441
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
880,441
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
880,441
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.1%
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN*
|
*The Reporting Person, as defined below, is affiliated with a Registered Investment Adviser but has elected to file Schedule
13G/A nonetheless. As an affiliate of a Registered Investment Adviser, the Reporting Person disclaims all beneficial ownership
of these shares, and in any case, disclaims beneficial ownership of these shares except to the extent of the Reporting Person's
pecuniary interest in the shares.
|
CUSIP
No. M8183P102
|
SCHEDULE 13G/A
|
Page 7
of 10 Pages
|
| Item 1. | | (a) Name of Issuer |
RR Media Ltd. (the "Company")
| | (b) Address of Issuer’s Principal
Executive Offices |
The
Company's principal executive offices are located at RR Media Building, Hanegev Street, POB 1056, Airport City 70100 Israel.
| Item 2. | | (a) Name of Person Filing |
This statement is filed by:
(i) Diker GP, LLC, a Delaware limited liability company ("Diker GP"), as the general partner to the Delaware limited partnership
the Diker Value Tech Fund, LP (“VT”), Diker Value Tech QP Fund, LP (“VTQP”), Diker Small Cap Fund,
LP ("SC"), the Diker Small Cap QP Fund, LP ("SCQP") and Diker Micro Cap Fund LP (“MC”) with respect to the Stock
directly owned by VT, VTQP, SC, SCQP, MC and (collectively, the "Diker Funds"). The general partner of the Partnership is
Unterberg Technology Partners GP, LLC, a Delaware limited liability company (the "General Partner"). As of November 1, 2012,
all of the outstanding limited liability company interests of the General Partner were purchased by Diker GP, LLC. In connection
with the purchase of the General Partner, Diker Management LLC (the "Investment Manager") replaced Unterberg Capital, LLC,
a Delaware limited liability company and a former affiliate of the General Partner, as investment manager to the Partnership.
In November of 2013 Unterberg Koller Capital Fund, LP was launched and Diker-UKC GP, LLC is the General Partner. Diker GP,
LLC is the managing member of Diker-UKC GP, LLC and Diker Management LLC is the Investment Manager to the partnership;
(ii) Diker Management, LLC, a Delaware limited liability company ("Diker Management"), as the investment manager of the Diker
Funds, with respect to the shares of Common Stock held by the Diker Funds;
(iii)
Charles M. Diker, a citizen of the United States, and the managing m ember of each of Diker GP and DIsraeliker
Management, with respect to the shares of Common Stock subject to the control of Diker GP and Diker Management; and
(iv) Mark N. Diker, a citizen of the United States, and the managing member of each of Diker GP and Diker Management, with
respect to the shares of Common Stock subject to the control of Diker GP and Diker Management.
(v)
Unterberg Technology Partners LP, a Delaware limited partnership, with respect to the shares of Common Stock subject to the
control of Diker GP and Diker Management; and
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein
with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate
party.
| | (b) Address
of Principal Business Office, or, if none, Residence |
The address of the business office of each of the Reporting Persons is 730 Fifth Avenue, 15th Floor, New York, NY 10019.
Each of Diker GP and Diker Management is a Delaware limited liability company. Each of Charles M. Diker and Mark N. Diker
is a United States citizen.Unterberg Technology Partners LP is a Delaware limited partnership.
| | | (d) Title of Class of Securities |
Common Stock (the "Common Stock").
M8183P102
|
CUSIP
No. M8183P102
|
SCHEDULE 13G/A
|
Page 8
of 10 Pages
|
| |
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); |
| |
| |
(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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(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) |
o |
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); |
| |
| |
(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) |
¨ |
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
| |
| |
(k) |
¨ |
A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J),
please specify the type of institution: |
| |
|
|
|
If this statement is filed pursuant to 13d-1(c), check this box:
x |
|
CUSIP
No. M8183P102
|
SCHEDULE 13G/A
|
Page
9 of 10 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.
Diker
GP, LLC
(a)
Amount beneficially owned: 927,087
(b) Percent of class: 5.3%
(c) Number of shares as to which
the person has:
(i) Sole power to vote
or to direct the vote: 0
(ii) Shared power to vote
or to direct the vote: 927,087
(iii) Sole power to dispose
or to direct the disposition of: 0
(iv) Shared power to dispose
or to direct the disposition of: 927,087
Diker Management, LLC
(a) Amount beneficially owned:
927,087
(b) Percent of class: 5.3%
(c) Number of shares as to which
the person has:
(i) Sole power to vote
or to direct the vote: 0
(ii) Shared power to vote
or to direct the vote: 927,087
(iii) Sole power to dispose
or to direct the disposition of: 0
(iv) Shared power to dispose
or to direct the disposition of: 927,087
Charles M. Diker
(a) Amount beneficially owned:
927,087
(b) Percent of class: 5.3%
(c) Number of shares as to which
the person has:
(i) Sole power to vote
or to direct the vote: 0
(ii) Shared power to vote
or to direct the vote: 927,087
(iii) Sole power to dispose
or to direct the disposition of: 0
(iv) Shared power to dispose
or to direct the disposition of: 927,087
Mark N. Diker
(a) Amount beneficially owned:
927,087
(b) Percent of class: 5.3%
(c) Number of shares as to which
the person has:
(i) Sole power to vote
or to direct the vote: 0
(ii) Shared power to vote
or to direct the vote: 927,087
(iii) Sole power to dispose
or to direct the disposition of: 0
(iv) Shared power to dispose
or to direct the disposition of: 927,087
Unterberg Technology Partners LP
(a)
Amount beneficially owned: 880,441
(b) Percent of class: 5.1%
(c) Number of shares as to which
the person has:
(i) Sole power to vote
or to direct the vote: 0
(ii) Shared power to vote
or to direct the vote: 880,441
(iii) Sole power to dispose
or to direct the disposition of: 0
(iv) Shared power to dispose
or to direct the disposition of: 880,441
Item
5. Ownership of Five Percent or Less of a Class
Not Applicable.
Item
6. Ownership of More Than Five Percent on Behalf of Another Person
As the sole general partner of the Diker Funds, Diker GP, has the power to vote and dispose of the shares of the Common Stock
owned by the Diker Funds and, accordingly, may be deemed the beneficial owner of such shares. Pursuant to investment advisory
agreements, Diker Management serves as the investment manager of the Diker Funds. Accordingly, Diker Management may be deemed
the beneficial owner of shares held by the Diker Funds. Charles M. Diker and Mark N. Diker are the managing members of each
of Diker GP and Diker Management, and in that capacity direct their operations. Therefore, Charles M. Diker and Mark N. Diker
may be beneficial owners of shares beneficially owned by Diker GP and Diker Management. The Reporting Persons disclaim all
beneficial ownership, however, as affiliates of a Registered Investment Adviser, and in any case disclaim beneficial ownership
except to the extent of their pecuniary interest in the shares. The Reporting Persons have elected to file Schedule 13G nonetheless.
Not Applicable.
Not Applicable.