Sec Form 13D Filing - GLOBAL VALUE INVESTMENT CORP. filing for AutoWeb Inc. (AUTO) - 2021-08-09

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

(Rule 13d-101)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

 

(Amendment No. 1)^*

 

AutoWeb, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

05335B100

(CUSIP Number)

Global Value Investment Corp.

1433 N. Water Street, Suite 549

Milwaukee, WI 53202

(262) 478-0640

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

August 6, 2021

(Date of Event Which Requires Filing of This Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

 

* 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. 05335B100	13D		Page 2 of 9
(1)       NAMES OF REPORTING PERSONS Global Value Investment Corp.
(2)       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) o     (b) o
(3)       SEC USE ONLY
(4)       SOURCE OF FUNDS (see instructions) WC, OO
(5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) o
(6)       CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		(7)    SOLE VOTING POWER
		0 shares
		(8)    SHARED VOTING POWER
		875,281 shares
		(9)    SOLE DISPOSITIVE POWER
		0 shares
		(10)    SHARED DISPOSITIVE POWER
		875,281 shares
(11)    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 875,281 shares
(12)    CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) o
(13)    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.50%*
(14)       TYPE OF REPORTING PERSON (see instructions) IA

* Percentage calculated based on 13,465,871 shares of common stock, par value $0.001 per share, outstanding as of August 3, 2021, as reported in the Form 10-Q for the fiscal quarter ended June 30, 2021, of AutoWeb, Inc.

 

 

CUSIP No. 05335B100	13D		Page 3 of 9
(1)       NAMES OF REPORTING PERSONS Jeffrey R. Geygan
(2)       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) o     (b) o
(3)       SEC USE ONLY
(4)       SOURCE OF FUNDS (see instructions) PF, OO
(5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) o
(6)       CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		(7)    SOLE VOTING POWER
		0 shares
		(8)    SHARED VOTING POWER
		875,281 shares
		(9)    SOLE DISPOSITIVE POWER
		0 shares
		(10)    SHARED DISPOSITIVE POWER
		875,281 shares
(11)       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 875,281 shares
(12)       CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) o
(13)       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.50%*
(14)       TYPE OF REPORTING PERSON (see instructions) IN

* Percentage calculated based on 13,465,871 shares of common stock, par value $0.001 per share, outstanding as of August 3, 2021, as reported in the Form 10-Q for the fiscal quarter ended June 30, 2021, of AutoWeb, Inc.

 

 

CUSIP No. 05335B100	13D		Page 4 of 9
(1)       NAMES OF REPORTING PERSONS James P. Geygan
(2)       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) o     (b) o
(3)       SEC USE ONLY
(4)       SOURCE OF FUNDS (see instructions) PF, OO
(5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) o
(6)       CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		(7)    SOLE VOTING POWER
		0 shares
		(8)    SHARED VOTING POWER
		875,281 shares
		(9)    SOLE DISPOSITIVE POWER
		0 shares
		(10)    SHARED DISPOSITIVE POWER
		875,281 shares
(11)       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 875,281 shares
(12)       CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) o
(13)       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.50%*
(14)        TYPE OF REPORTING PERSON (see instructions) IN

* Percentage calculated based on 13,465,871 shares of common stock, par value $0.001 per share, outstanding as of August 3, 2021, as reported in the Form 10-Q for the fiscal quarter ended June 30, 2021, of AutoWeb, Inc.

 

 

CUSIP No. 05335B100	13D		Page 5 of 9
(1)       NAMES OF REPORTING PERSONS Stacy A. Wilke
(2)       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) o     (b) o
(3)       SEC USE ONLY
(4)       SOURCE OF FUNDS (see instructions) PF
(5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) o
(6)       CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		(7)    SOLE VOTING POWER
		0 shares
		(8)    SHARED VOTING POWER
		1,880 shares
		(9)    SOLE DISPOSITIVE POWER
		0 shares
		(10)    SHARED DISPOSITIVE POWER
		1,880 shares
(11)       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,880 shares
(12)       CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) o
(13)       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1%*
(14)       TYPE OF REPORTING PERSON (see instructions) IN

* Percentage calculated based on 13,465,871 shares of common stock, par value $0.001 per share, outstanding as of August 3, 2021, as reported in the Form 10-Q for the fiscal quarter ended June 30, 2021, of AutoWeb, Inc.

 

 

CUSIP No. 05335B100	13D		Page 6 of 9
(1)       NAMES OF REPORTING PERSONS Kathleen M. Geygan
(2)       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) o     (b) o
(3)       SEC USE ONLY
(4)       SOURCE OF FUNDS (see instructions) PF
(5)       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) o
(6)       CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		(7)    SOLE VOTING POWER
		0 shares
		(8)    SHARED VOTING POWER
		4,430 shares
		(9)    SOLE DISPOSITIVE POWER
		0 shares
		(10)    SHARED DISPOSITIVE POWER
		4,430 shares
(11)       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,430 shares
(12)       CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) o
(13)       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1%*
(14)       TYPE OF REPORTING PERSON (see instructions) IN

* Percentage calculated based on 13,465,871 shares of common stock, par value $0.001 per share, outstanding as of August 3, 2021, as reported in the Form 10-Q for the fiscal quarter ended June 30, 2021, of AutoWeb, Inc.

 

 

EXPLANATORY NOTE

 

This Amendment No. 1 (this “Amendment”) amends and supplements the Schedule 13D filed on May 24, 2021 (the “Schedule 13D”), by the Reporting Persons relating to the Common Stock of the Issuer. Information reported in the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule 13D.

 

Item 3.

Source and Amount of Funds or Other Consideration.

 

Item 3 is amended restated as follows:

 

All of the shares of Common Stock to which this Statement relates were purchased on behalf of the Reporting Persons using the investment capital of the Reporting Persons. Such shares of Common Stock are or may be held from time to time in margin accounts established with their respective brokers or banks, and a portion of the purchase price for the Common Stock may have been obtained through margin borrowing. Common Stock positions held in margin accounts may be pledged as collateral security for the repayment of debit balances in the margin accounts. The aggregate purchase price of the 875,281 shares of Common Stock acquired was approximately $2,842,770.42 (excluding commissions).

 

Item 5.

Interest in Securities of the Issuer.

 

Item 5 is amended restated as follows:

 

(a) and (b)            The responses of the Reporting Persons to rows 7, 8, 9, 10, 11 and 13 on the cover pages of this Statement are incorporated herein by reference. As of 4:00 p.m., Eastern time, on August 9, 2021, the Reporting Persons beneficially owned 875,281 shares of Common Stock, representing approximately 6.50% of the outstanding shares of Common Stock. The percentage in this paragraph relating to beneficial ownership of Common Stock is based on 13,465,871 shares of common stock outstanding as of August 3, 2021, as reported in the Form 10-Q for the fiscal quarter ended June 30, 2021, of the Issuer.

 

Mr. Jeffrey Geygan, as an officer and director of GVIC, and Mr. James Geygan, as an officer of GVIC, may be deemed to have the power to direct the voting and disposition of the shares of Common Stock beneficially owned by GVIC, and may be deemed to be the indirect beneficial owner of such shares. Mr. Jeffrey Geygan and Mr. James Geygan disclaim beneficial ownership of such shares for all other purposes.

 

(c)

Except as set forth in Schedule A, none of the Reporting Persons has effected any transactions in the Common Stock in the 60 days prior to the date of this Statement.

 

(d)

No other person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Statement.

 

(e)

Not applicable.

 

 

SIGNATURES

 

After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete, and correct.

 

Dated: August 9, 2021

	GLOBAL VALUE INVESTMENT CORP.
	By:	/s/ Jeffrey R. Geygan
		Name: Jeffrey R. Geygan Title: Chief Executive Officer
	/s/ Jeffrey R. Geygan
	Jeffrey R. Geygan
	/s/ James P. Geygan
	James P. Geygan
	/s/ Stacy A. Wilke
	Stacy A. Wilke
	/s/ Kathleen M. Geygan
	Kathleen M. Geygan

 

 

Schedule A

 

Transactions by the Reporting Persons in the Past 60 Days

 

The following table sets forth all unreported transactions with respect to the Common Stock effected in the last 60 days by or on behalf of the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., Eastern time, on August 9, 2021. Unless otherwise indicated, all such transactions were effected in the open market.

 

Person Effecting the Transaction		Transaction Date		Nature of Transaction		Securities Purchased or (Sold)		Price per Share
GVIC		06/14/2021		Purchase of Common Stock		3,870		$2.90(1)
GVIC		06/23/2021		Sale of Common Stock		(700)		$3.02(1)
GVIC		06/29/2021		Purchase of Common Stock		2,934		$3.24(1)
Ms. Wilke		06/30/2021		Purchase of Common Stock		40		$3.08
GVIC		07/09/2021		Purchase of Common Stock		16,727		$2.95(1)
GVIC		07/09/2021		Sale of Common Stock		(1,540)		$3.08(1)
GVIC		07/13/2021		Sale of Common Stock		(70)		$3.38
GVIC		08/06/2021		Purchase of Common Stock		77,902		$2.92(1)
GVIC		08/09/2021		Purchase of Common Stock		2,504		$2.85(1)

   

⁽¹⁾ This price per share represents the weighted average price of the shares purchased or sold. Upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, the Reporting Persons will provide full information regarding the number of shares purchased or sold at each separate price within the range set forth in this Statement.

 

 

Page 9 of 9