Scopia Capital Amends Harmonic Inc. 13D Filing

TL;DR

**Scopia Capital just updated its stake in Harmonic Inc., watch for their next move.**

AI Summary

Scopia Capital Management LP filed an Amendment No. 1 to its Schedule 13D for Harmonic Inc. on January 22, 2024, indicating a change in their beneficial ownership or investment intent. This filing updates their previous Schedule 13D, which is typically filed when an entity acquires more than 5% of a company's stock and intends to influence management. For investors, this matters because Scopia Capital Management LP is a significant shareholder, and any changes in their position or stated intentions could signal their evolving view on Harmonic Inc.'s future prospects or potential strategic actions.

Why It Matters

This amendment signals an updated position or intent from a major institutional investor, which could influence market perception and potentially the company's strategic direction.

Risk Assessment

Risk Level: medium — Changes in major shareholder filings can indicate shifts in investment strategy or potential activist intentions, creating uncertainty.

Analyst Insight

Investors should monitor subsequent filings from Scopia Capital Management LP for specific details on changes in their ownership percentage or stated intentions, as this could signal future strategic directions for Harmonic Inc. or potential market-moving events.

Key Numbers

• 413160102 — CUSIP Number (identifies Harmonic Inc.'s Common Stock)
• January 19, 2024 — Date of Event (the date requiring the filing of this Schedule 13D/A)
• Amendment No. 1 — Filing Type (indicates this is an update to a previously filed Schedule 13D)

Key Players & Entities

• Scopia Capital Management LP (company) — the filing person and a significant shareholder of Harmonic Inc.
• Harmonic Inc. (company) — the subject company whose securities are being reported on
• Samantha Nasello (person) — person authorized to receive notices and communications for Scopia Capital Management LP
• $0.001 (dollar_amount) — par value per share of Harmonic Inc. Common Stock

Forward-Looking Statements

• Scopia Capital Management LP may be adjusting its stake in Harmonic Inc. or its strategic intentions. (Scopia Capital Management LP) — medium confidence, target: Q1 2024
• The market will closely watch for further details on Scopia's updated position or any potential activist moves. (Harmonic Inc.) — medium confidence, target: Q1 2024

FAQ

Key Financial Figures

• $0.001 — Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class o
• $44,115,278 — he Investment Vehicles is approximately $44,115,278, excluding brokerage commissions. Item
• $11.98 — e a weighted average reference price of $11.98 and an expiration date of August 6, 202

Filing Documents

• sc13da106777023_01222024.htm (SC 13D/A) — 141KB
• 0000921895-24-000103.txt ( ) — 143KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration .

is hereby amended

Item 3 is hereby amended and restated to read as follows: The Shares reported herein were purchased with the working capital of the Investment Vehicles (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 4,354,603 Shares held in the aggregate by the Investment Vehicles is approximately $44,115,278, excluding brokerage commissions.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer . Items 5(a), (c) and (e) are hereby amended and restated to read as follows: (a) The aggregate percentage of Shares reported owned by each person named herein is based upon 112,189,931 Shares outstanding as of October 30, 2023, which is the total number of Shares outstanding as reported in the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2023. As of the date hereof, each of Scopia Capital, Scopia Management and Messrs. Sirovich and Mindich may be deemed to beneficially own the 4,354,603 Shares, constituting approximately 3.9% of the Shares outstanding, held in the aggregate by the Investment Vehicles. The Investment Vehicles have delegated to Scopia Capital sole voting and investment power over the securities held by the Investment Vehicles pursuant to their respective Investment Management Agreements with Scopia Capital. As a result, each of Scopia Capital, Scopia Management, as the general partner of Scopia Capital, and Messrs. Sirovich and Mindich, as Managing Directors of Scopia Management, may be deemed to exercise voting and investment power over the Shares directly held by the Investment Vehicles. The Investment Vehicles specifically disclaim beneficial ownership of the securities of the Issuer directly held by them by virtue of their inability to vote or dispose of such securities as a result of their respective Investment Management Agreements with Scopia Capital. (c) Schedule A annexed hereto lists all transactions in the Shares of the Issuer by the Reporting Persons (on behalf of the Investment Vehicles) during the past 60 days. All of such transactions were effected in the open market unless otherwise noted therein. (e) As of December 21, 2023, the Reporting Persons ceased to be the beneficial owners of more than 5% of the Shares of the Issuer. 6 CUSIP No. 413160102

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer .

is hereby amended

Item 6 is hereby amended to amend and restate the first paragraph of Item 6 of the initial Schedule 13D with the following: Scopia Capital (on behalf of the Investment Vehicles) has entered into certain cash-settled total return swap agreements with Morgan Stanley Capital Services LLC (“Morgan Stanley”) as the counterparty (the “Swap Agreements”). The swaps with Morgan Stanley constitute economic exposure to an aggregate of 236,608 notional Shares, representing less than 1% of the outstanding Shares, which have a weighted average reference price of $11.98 and an expiration date of August 6, 2025. The Swap Agreements provide Scopia Capital with economic results that are comparable to the economic results of ownership but do not provide it with the power to vote or direct the voting or dispose of or direct the disposition of the Shares that are the subject of the Swap Agreements (such shares, the “Subject Shares”). Taking into account the Subject Shares, Scopia Capital has economic exposure to an aggregate of 4,591,211 Shares, representing approximately 4.1% of the outstanding Shares. Scopia Capital and the other Reporting Persons disclaim beneficial ownership of the Subject Shares. 7 CUSIP No. 413160102

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 22, 2024 SCOPIA CAPITAL MANAGEMENT LP By: Scopia Management, Inc. General Partner By: /s/ Matthew Sirovich Name: Matthew Sirovich Title: Managing Director SCOPIA MANAGEMENT, INC. By: /s/ Matthew Sirovich Name: Matthew Sirovich Title: Managing Director /s/ Matthew Sirovich MATTHEW SIROVICH /s/ Jeremy Mindich JEREMY MINDICH 8 CUSIP No. 413160102 SCHEDULE A Transactions in the Shares of the Issuer During the Past 60 Days Nature of the Transaction Amount of Securities Purchased/(Sold) Price Per Share ($) Date of Purchase/Sale SCOPIA CAPITAL MANAGEMENT LP (On Behalf of the Investment Vehicles) Purchase of Common Stock 21,922 10.9229 11/28/2023 Purchase of Common Stock 12,634 11.1214 11/29/2023 Purchase of Common Stock 50,000 11.0723 11/29/2023 Purchase of Common Stock 21,326 11.1297 11/29/2023 Purchase of Common Stock 9,145 11.0135 11/30/2023 Purchase of Common Stock 49,075 11.0265 11/30/2023 Purchase of Common Stock 100 10.0000 12/05/2023 Purchase of Common Stock 29,169 9.9271 12/05/2023 Purchase of Common Stock 200,000 9.8350 12/05/2023 Sale of Common Stock (279,315) 11.4500 12/19/2023 Sale of Common Stock (69,993) 12.2521 12/21/2023 Sale of Common Stock (114,522) 12.2979 12/21/2023 Sale of Common Stock (20,000) 12.2900 12/21/2023 Sale of Common Stock (67,288) 12.2673 12/21/2023 Sale of Common Stock (50,000) 12.2550 12/21/2023 Sale of Common Stock (50,000) 12.2578 12/21/2023 Sale of Common Stock (105,478) 12.2752 12/22/2023 Purchase of Common Stock 57,918 13.2513 01/02/2024 Sale of Common Stock (32,309) 13.2185 01/02/2024 Sale of Common Stock (60,000) 13.1883 01/02/2024 Sale of Common Stock (40,719) 13.2486

View Full Filing

View this SC 13D/A filing on SEC EDGAR