Statement of Ownership (sc 13g)
15 Février 2019 - 12:00AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934*
|
Nuvectra
Corporation
|
(Name
of Issuer)
Common
Stock, $0.001 par value
|
(Title
of Class of Securities)
67075N108
|
(CUSIP
Number)
December
31, 2018
|
(Date
of Event Which Requires Filing of this Statement)
|
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
☒
|
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 the disclosures provided
in a prior cover page.
The
information required in 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
.
|
67075N108
|
|
Page
2 of 7
|
1
|
NAME
OF REPORTING PERSONS
First Light Asset Management, LLC
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
46-3521994
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
☐
(b)
☐
|
3
|
SEC
USE ONLY
|
|
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
1,162,451
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
8
|
SHARED
DISPOSITIVE POWER
1,162,451
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,162,451
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.60%
|
|
12
|
TYPE
OF REPORTING PERSON
IA
|
|
|
|
|
|
|
CUSIP
No
.
|
67075N108
|
|
Page
3 of 7
|
|
|
|
|
|
|
1
|
NAME
OF REPORTING PERSONS
Mathew P. Arens
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY)
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
☐
(b)
☐
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
State of America
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE
VOTING POWER
|
|
6
|
SHARED
VOTING POWER
1,162,451
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
8
|
SHARED
DISPOSITIVE POWER
1,162,451
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,162,451
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.60%
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CUSIP
No
.
|
67075N108
|
|
Page
4 of 7
|
Item
1(a).
|
|
Name
of Issuer:
|
|
|
Nuvectra
Corporation
|
|
|
|
Item
1(b).
|
|
Address
of Issuer’s Principal Executive Offices:
|
|
|
5830
Granite Parkway, Suite 1100, Plano, TX 75024
|
|
|
|
Item
2(a).
|
|
Name
of Person Filing:
|
|
|
This
Schedule 13G is being jointly filed by the following:
First
Light Asset Management, LLC
Mathew
P. Arens (“Mr. Arens”)
|
|
|
First
Light is deemed to be the beneficial owner of the Issuer’s shares reflected in Item 4 below by virtue of the fact
that it acts as investment adviser to certain persons, each of whom has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, those shares. Mr. Arens is also deemed to be the beneficial
owner of these shares because of his position as managing member and majority owner of First Light.
|
|
|
|
Item
2(b).
|
|
Address
of Principal Business Office or, if None, Residence:
|
|
|
Each
of the reporting persons identified in Item 2(a) has its principal business office at:
3300
Edinborough Way, Suite 201, Edina, MN 55435
|
|
|
|
Item
2(c).
|
|
Citizenship:
|
|
|
First
Light Asset Management, LLC – Delaware limited liability company
Mathew
P. Arens – United States citizen
|
|
|
|
Item
2(d).
|
|
Title
of Class of Securities:
|
|
|
Common
Stock, $0.001 par value
|
|
|
|
Item
2(e).
|
|
CUSIP
Number:
|
|
|
67075N108
|
|
|
|
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)
|
☒
|
An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
CUSIP
No
.
|
67075N108
|
|
Page 5 of 7
|
|
|
|
|
|
(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)(ii)(G);
|
|
|
|
|
|
(h)
|
☐
|
A savings
association 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 (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.
|
|
|
|
(a)
|
Amount
beneficially owned:
|
|
|
First
Light Asset Management, LLC – 1,162,451
Mathew
P. Arens – 1,162,451
|
|
|
|
|
(b)
|
Percent
of class:
|
|
|
First
Light Asset Management, LLC – 6.60%
Mathew
P. Arens – 6.60%
|
|
|
|
|
|
(c)
|
Number
of shares as to which such person has:
|
|
|
|
|
|
(i)
|
Sole
power to vote or to direct the vote
|
|
|
|
First
Light Asset Management, LLC – 0
Mathew
P. Arens – 0
|
|
|
|
|
|
|
(ii)
|
Shared
power to vote or to direct the vote
|
|
|
|
First
Light Asset Management, LLC – 1,162,451
Mathew
P. Arens – 1,162,451
|
|
|
|
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of
|
|
|
|
First
Light Asset Management, LLC – 0
Mathew
P. Arens – 0
|
|
|
|
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of
|
|
|
|
First
Light Asset Management, LLC – 1,162,451
Mathew
P. Arens – 1,162,451
|
|
|
|
|
|
|
|
CUSIP
No
.
|
67075N108
|
|
Page 6
of 7
|
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 or Control
Person.
|
|
Not applicable
|
|
|
Item 8.
|
Identification
and Classification of Members of the Group.
|
|
Not applicable
|
|
|
Item 9.
|
Notice of Dissolution
of Group.
|
|
Not applicable
|
|
|
Item 10.
|
Certification.
|
By
signing below I certify that, to the best of my 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.
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.
|
FIRST
LIGHT ASSET MANAGEMENT, LLC
Date: February
14, 2019
|
|
|
|
By:
|
/s/
Jin K. Lien
|
|
Name:
|
Jin
K. Lien
|
|
Title:
|
Chief
Compliance Officer
|
|
|
|
Date: February
14, 2019
|
|
|
Signature:
|
/s/
Mathew P. Arens
|
|
Name:
|
Mathew
P. Arens
|
|
|
CUSIP No
.
|
67075N108
|
|
Page 7
of 7
|
Exhibit
A
JOINT
FILING AGREEMENT
The
Undersigned agree that the statement on Schedule 13G with respect to the common stock of Nuvectra Corporation dated as of February
14, 2019, is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each of them pursuant to
and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
|
FIRST
LIGHT ASSET MANAGEMENT, LLC
|
|
|
|
By:
|
/s/
Jin K. Lien
|
|
Name:
|
Jin
K. Lien
|
|
Title:
|
Chief
Compliance Officer
|
|
|
|
|
Signature:
|
/s/
Mathew P. Arens
|
|
Name:
|
Mathew
P. Arens
|
|
|
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