This Amendment No. 3 (
Amendment No.
3
) amends and
supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the
SEC
) on February 14, 2018 (the
Original Schedule 13D
, Amendment No. 1 to the
Schedule 13D, filed with the SEC on March 5, 2018 (Amendment No. 1), and Amendment No. 2, filed with the SEC on May 29, 2018, and together with this Amendment No. 3, the
Schedule 13D
)
with respect to the common stock, par value $1.00 per share (the
Shares
), of Harte Hanks, Inc., a Delaware corporation (the
Issuer
). Capitalized terms used herein and not otherwise defined in this Amendment
No. 2 have the meanings set forth in the Schedule 13D. This Amendment No. 2 amends the Schedule 13D Items 2, 6 and 7 as set forth below.
Item 2.
Identity and Background
.
(a) This Schedule 13D is being filed by or on behalf of the following persons (each, a
Reporting Person
and,
collectively, the
Reporting Persons
):
|
(i)
|
Houston H. Harte (
Mr.
Harte
);
|
|
(ii)
|
Sarah Harte (
Ms.
Harte
); and
|
|
(iii)
|
Carolyn Harte (
Mrs.
Harte
).
|
The Reporting Persons comprise a group within the meaning of Section 13(d)(3) of the Act, as described in Item 6. The Reporting
Persons are jointly filing this Schedule 13D pursuant to that certain Join Filing Agreement, dated as of March 27, 2019 as described in more detail in Item 6 below.
Item 6.
Material to be Filed as Exhibits
.
On March 27, 2019, the Reporting Persons entered into a Joint Filing Agreement (the Joint Filing Agreement), pursuant to which
the Reporting Persons have agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to securities of the Issuer, to the extent required by applicable law. A copy of the Joint Filing Agreement is attached
as Exhibit 99.1 hereto and is incorporated herein by reference. The Reporting Persons had previously been party to a joint filing agreement dated February 14, 2018 (the Previous Joint Filing Agreement), with Larry D. Franklin
and the Franklin Family Foundation (the Franklin Parties) but the Reporting Persons have terminated the Previous Joint Filing Agreement and are no longer acting as members of a group with the Franklin Parties within the meaning of
Section 13(d)(3) of the Act. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of the information furnished by any other
Reporting Person.
Other than as described herein, there are no contracts, arrangements, understandings or relationships among the
Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.
Item 7.
Material to be Filed as Exhibits
.
Item 1, the Joint Filing Agreement dated March 27, 2019