Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _)*
DLH Holdings Corp
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
23335Q100
(CUSIP Number)
Merihan Tynan
2101 East El Segundo Boulevard. Suite 302
El Segundo, CA 90245
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 01, 2021
(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. 23335Q100 | 13G | Page 2 of 3 Pages | ||
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Cove Street Capital, LLC 27-5376591 |
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| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ¨ (b) ¨ |
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| 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 411,594 | |||
| 7. | SOLE DISPOSITIVE POWER 0 | |||
| 8. | SHARED DISPOSITIVE POWER 654,524 |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
654,524 |
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| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (see instructions) ¨ |
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| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.22% |
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| 12. | TYPE OF REPORTING PERSON (see instructions)
IA |
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(1) The shared dispositive power includes 14,626 shares of a separately managed account, where CSC does not have any voting
power over. The Shared dispositive power also includes an account in the name of Jeffrey Bronchick managed by Cove Street Capital - this
accounts holds 600 shares of DLH Holdings Corp.
(2) The percentage was based on 12,531,906 shares of Common Stock, $0.01 par value per share (“Common
Stock”), of DLH Holdings Corp (the “Issuer”) outstanding as of December 03, 2020,
as reported in the Issuer’s Periodic Report on Form 10-K filed with the U.S. Securities and Exchange Commission on December
07, 2020.
| CUSIP No. 23335Q100 | 13G | Page 2 of 3 Pages | ||
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Jeffrey Bronchick |
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| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ¨ (b) ¨ |
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| 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 411,594 | |||
| 7. | SOLE DISPOSITIVE POWER 0 | |||
| 8. | SHARED DISPOSITIVE POWER 654,524 |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
654,524 |
|||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (see instructions) ¨ |
|||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.22% |
|||
| 12. | TYPE OF REPORTING PERSON (see instructions)
IN |
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(1) The shared dispositive power includes 242,930 shares of a separately managed account, where CSC does not have any voting
power over. The Shared dispositive power also includes an account in the name of Jeffrey Bronchick managed by Cove Street Capital - this
accounts holds 600 shares of DLH Holdings Corp.
(2) The percentage was based on 12,531,906 shares of Common Stock, $0.01 par value per share (“Common
Stock”), of DLH Holdings Corp (the “Issuer”) outstanding as of December 03, 2020,
as reported in the Issuer’s Periodic Report on Form 10-K filed with the U.S. Securities and Exchange Commission on December
07, 2020.
| CUSIP No. 23335Q100 | 13G | Page 2 of 3 Pages | ||
Item 1.
| (a) | Name of Issuer DLH Holdings Corp |
|
| (b) | Address of Issuer’s Principal Executive Offices 3565 PIEDMONT ROAD, NE BUILDING 3, SUITE 700 ATLANTA GA 30305 8669521647 |
|
Item 2.
| (a) | Name of Person Filing Cove Street Capital, LLC |
|
| (b) | Address of the Principal Office or, if none, residence 2101 East El Segundo Boulevard. Suite 302, El Segundo, CA 90245 |
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| (c) | Citizenship Delaware |
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| (d) | Title of Class of Securities Common Stock |
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| (e) | CUSIP Number 23335Q100 |
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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). | |
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | |
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | |
| (e) | X | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | |
| (g) | ¨ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | |
| (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); | |
| (j) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). | |
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. Cove Street Capital LLC
| (a) | Amount beneficially owned: 654,524 | |||
| (b) | Percent of class: 5.22% | |||
| (c) | Number of shares as to which the person has: 654,524 | |||
| (i) | Sole power to vote or to direct the vote 0 | |||
| (ii) | Shared power to vote or to direct the vote 411,594 | |||
| (iii) | Sole power to dispose or to direct the disposition of 0. | |||
| (iv) | Shared power to dispose or to direct the disposition of 654,524 | |||
Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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. Jeffrey Bronchick
| (a) | Amount beneficially owned: 654,524 | |||
| (b) | Percent of class: 5.22% | |||
| (c) | Number of shares as to which the person has: 654,524 | |||
| (i) | Sole power to vote or to direct the vote 0 | |||
| (ii) | Shared power to vote or to direct the vote 411,594 | |||
| (iii) | Sole power to dispose or to direct the disposition of 0. | |||
| (iv) | Shared power to dispose or to direct the disposition of 654,524 | |||
Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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 ¨.
Instruction. Dissolution of a group requires a response to this item.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification.
| (a) | The following certification shall be included if the statement is filed pursuant to §240.13d-1(b): | |||
| By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. | ||||
| CUSIP No. 23335Q100 | 13G | Page 2 of 3 Pages | ||
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.
02/01/2021 Date |
/s/ Merihan Tynan Signature |
Principal, Chief Compliance Officer Name/Title |
| CUSIP No. 23335Q100 | 13G | Page 2 of 3 Pages | ||
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.
02/0/2021 Date |
/s/ Jeffrey Bronchick Signature |
Principal, Portfolio Manager Name/Title |