| ITEM
1(a). |
NAME OF ISSUER:
Williams Industrial Services Group
Inc.
|
| ITEM
1(b). |
ADDRESS OF ISSUER'S PRINCIPAL
EXECUTIVE OFFICES:
100 Crescent Centre Parkway, Suite
1240
Tucker, GA 30084
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| ITEM
2(a). |
NAME OF PERSON
FILING:
This statement is filed by:
(i) Emancipation Management LLC, a New York limited liability
company ("Emancipation Management"), which owns Circle N (as
defined below), with respect to the shares of Common Stock (as
defined below) held in accounts managed by Circle N;
(ii) Circle N Advisors, LLC, a Delaware limited liability company
("Circle N"), with respect to the shares of Common Stock held in
accounts managed by it;
(iii) Mr. Charles Frumberg ("Mr. Frumberg"), who serves as the
managing member of Emancipation Management, with respect to the
shares of Common Stock held in accounts managed by Circle N.
The foregoing persons are hereinafter sometimes collectively
referred to as the "Reporting Persons."
The filing of this statement should not be construed as an
admission that any of the Reporting Persons is, for the purposes of
Section 13 of the Act, the beneficial owner of the Common Stock
reported herein.
The Reporting Persons have entered into a Joint Filing Agreement,
dated February 16, 2016, pursuant to which the Reporting Persons
have agreed to file this statement jointly in accordance with the
provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of
1934.
|
| ITEM
2(b). |
ADDRESS OF PRINCIPAL BUSINESS
OFFICE OR, IF NONE, RESIDENCE:
The principal business address of
Emancipation Management and Mr. Frumberg is 1065 Main Street, Suite
F, P.O. Box 336 Fishkill, New York 12524. The principal business
address of Circle N is 1065 Main Street, Suite F, P.O.Box 336
Fishkill, NY 12524.
|
| ITEM
2(c). |
CITIZENSHIP:
Emancipation Management is a New York
limited liability company. Circle N is a Delaware limited liability
company. Mr. Frumberg is a citizen of the United States of
America.
|
| ITEM
2(d). |
TITLE OF CLASS OF
SECURITIES:
Common Stock, par value $0.01 per
share
|
| ITEM
2(e). |
CUSIP NUMBER:
96951A104
|
|
ITEM 3. |
IF THIS STATEMENT IS FILED
PURSUANT TO SECTION 240.13d-1(b), or 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. 78c); |
|
(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)
[ ] |
A non-U.S. institution in accordance with
240.13d-1(b)(1)(ii)(J); |
|
(k)
[ ] |
Group, in accordance with 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with
240.13d1(b)(1)(ii)(J), please specify the type of institution: |
|
|
|
ITEM 4. |
OWNERSHIP |
|
| (a) Amount beneficially
owned: |
| 2,321,404 |
| (b) Percent of
class: |
| 8.8% |
| (c) Number of shares as to
which the person has: |
| (i) sole
power to vote or to direct the vote: |
Emancipation Management LLC : 0
Circle N Advisors, LLC : 0
Charles Frumberg : 0 |
| (ii)
shared power to vote or to direct the vote: |
Emancipation Management LLC : 0
Circle N Advisors, LLC : 0
Charles Frumberg : 0 |
| (iii) sole
power to dispose or direct the disposition of: |
Emancipation Management LLC : 0
Circle N Advisors, LLC : 0
Charles Frumberg : 0 |
| (iv)
shared power to dispose or to direct the disposition of: |
Emancipation Management LLC : 2,321,404
Circle N Advisors, LLC : 2,321,404
Charles Frumberg : 2,321,404 |
| 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 [ ].
|
| ITEM
6. |
OWNERSHIP OF MORE THAN FIVE
PERCENT ON BEHALF OF ANOTHER PERSON:
Not 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
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| ITEM
10. |
CERTIFICATION:
Each of the Reporting Persons hereby
makes the following certification:
By signing below each Reporting Person certifies that, to the best
of his or its 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, other than activities solely in connection with a
nomination under 240.14a-11.
|