Cove Street Capital Amends Research Solutions Stake
Ticker: RSSS · Form: SC 13D/A · Filed: May 13, 2024 · CIK: 1386301
| Field | Detail |
|---|---|
| Company | Research Solutions, Inc. (RSSS) |
| Form Type | SC 13D/A |
| Filed Date | May 13, 2024 |
| Risk Level | medium |
| Pages | 8 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.001, $0.01, $2,250,845 |
| Sentiment | neutral |
Sentiment: neutral
Topics: 13D-filing, ownership-change, amendment
Related Tickers: RSOI
TL;DR
Cove Street Capital filed an amendment on their Research Solutions stake. Watch for potential moves.
AI Summary
Cove Street Capital, LLC, through Merihan Tynan, has filed an amendment (No. 3) to its Schedule 13D for Research Solutions, Inc. on May 13, 2024. The filing indicates a change in beneficial ownership of the company's common stock. Cove Street Capital, LLC is based in El Segundo, CA.
Why It Matters
This filing signals a potential shift in major shareholder activity for Research Solutions, Inc., which could influence stock price and corporate strategy.
Risk Assessment
Risk Level: medium — Amendments to Schedule 13D filings often precede significant trading activity or changes in a company's control.
Key Numbers
- 3 — Amendment Number (Indicates this is the third amendment to the filing.)
- 20240513 — Filing Date (Date the amendment was filed with the SEC.)
Key Players & Entities
- Cove Street Capital, LLC (company) — Filing entity
- Merihan Tynan (person) — Authorized contact for filing
- Research Solutions, Inc (company) — Subject company
- 525 South Douglas Street, Suite 225 El Segundo, CA 90245 (address) — Cove Street Capital's address
- 10624 S. EASTERN AVE SUITE A-614 HENDERSON, NV 89052 (address) — Research Solutions, Inc.'s address
FAQ
What specific changes in beneficial ownership are detailed in this amendment?
The filing is an amendment (No. 3) to a Schedule 13D, indicating a change in beneficial ownership, but the specific details of the change are not provided in the header information.
Who is the primary filer for this amendment?
Cove Street Capital, LLC, with Merihan Tynan listed as the authorized contact.
What is the subject company of this filing?
Research Solutions, Inc.
When was this amendment filed?
The filing date is May 13, 2024.
Where is Cove Street Capital, LLC located?
Cove Street Capital, LLC is located at 525 South Douglas Street, Suite 225, El Segundo, CA 90245.
Filing Stats: 2,390 words · 10 min read · ~8 pages · Grade level 8.6 · Accepted 2024-05-13 16:30:05
Key Financial Figures
- $0.001 — ame of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie
- $0.01 — 0,507 shares of Common Stock, par value $0.01 per share outstanding as of February 5t
- $2,250,845 — eficially owned by CSC is approximately $2,250,845 including brokerage commissions. Item
Filing Documents
- rsss13da05132024.htm (SC 13D/A) — 61KB
- 0001531612-24-000024.txt ( ) — 63KB
Security and Issuer
Item 1. Security and Issuer. This "Issuer" or "RSSS"). The principal executive offices of the Issuer are located at 10624 S. EASTERN AVE, SUITE A-614, HENDERSON, NV, 89052. Item 2. Identity and Background. a ) This statement is filed by: (i) Cove Street Capital, LLC, a Delaware limited liability company (“CSC”), with respect to the Shares beneficially owned by it; and (ii) Jeffrey Bronchick, as a member of CSC. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D. b) T h e a d dress of the principal office of each of the Reporting Persons is 525 South Douglas Street, Suite 225, El Se g u n do, CA 9 0 245 c) The principal business of CSC is providing investment advisory and investment management services. Mr. Bronchick serves as a member of CSC. d) No Reporting Person has, d u ri n g the l a st five ye a rs, b e en conv i ct e d i n a crimi n al proc e e d ing (exc l u d ing tr a ff i c vio l atio n s or simil a r m i sd e mea n ors). e) No Reporting Person has, d u ri n g t h e l a st five y ea rs, been a p a rty t o a civil p roc e e d ing of a j u dicial o r a d ministr a tive bo d y o f c o mpet e n t j u ris d icti o n an d , a s a r e su l t of such p roce e d i ng, w a s o r i s s u bj e ct to a jud g ment, d e cr e e or fin a l ord e r ( 1 ) en j oi n i n g f u t u re vi o lati o ns of, o r p ro h ib i t i n g o r m a n d ating activities subject to, f e deral or state sec u rities l a ws, or ( 2 ) f i nd i ng a n y vio l ati o n with r e spect to s u ch l a ws. f) CSC is organized under the laws of the state of Delaware. Mr. Bronchick is a cit
Purpose of Transaction
Item 4. Purpose of Transaction. This 13D filing is to reflect the change of 1% in ownership. The Reporting Persons purchased the Shares based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, engaging in communications with management and the Board of Directors of the Issuer, engaging in discussions with stockholders of the Issuer or other third parties about the Issuer and the Reporting Persons’ investment, including potential business combinations or dispositions involving the Issuer or certain of its businesses, making recommendations or proposals to the Issuer concerning changes to the capitalization, ownership structure, board structure (including board composition), potential business combinations or dispositions involving the Issuer or certain of its businesses, or suggestions for improving the Issuer’s financial and/or operational performance.
Interest
Item 5. Interest in Securities of the Issuer. The aggregate percentages calculated based on 32,620,507 shares of Common Stock, par value $0.01 per share outstanding as of February 5th, 2024 as reported in the Form 10-Q for the fiscal year ended December 31st, 2023 of Research Solutions, Inc. filed 2024-02-12. A. CSC (a) As of May 13, 2024, CSC beneficially owned 2,798,268 Shares. Percentage: Approximately 8.58% (b) 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 1,848,355 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,798,268 (c) The transactions in the Shares by CSC since the last filing are set forth in Schedule A and are incorporated herein by reference. B. Mr. Bronchick (a) As of May 13, 2024, Mr. Bronchick beneficially owns any RSSS Common Stock, however as a member of CSC, Mr. Bronchick may be deemed the beneficial owner of the 2,817,638 Shares owned by CSC. Percentage: Approximately 8.64% (b) 1. Sole power to vote or direct vote: 33,740 2. Shared power to vote or direct vote: 1,814,615 3. Sole power to dispose or direct the disposition: 33,740 4. Shared power to dispose or direct the disposition: 2,817,638. (c) Outside of the account under the Management of Cove Street Capital, Mr. Bronchick, in a related account owns 19,370 shares. (d) CSC Partners Fund, LP a Delaware limited partnership operated as a private investment partnership managed by Cove Street Capital LLC owns 821,496. The filing of this Schedule 13D shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any of the securities reported herein. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that are not directly owned by such Reporting Person, except to the extent of their pecuniary inter
Contracts,
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Except as otherwise described in the original Schedule 13D, there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among CSC, or between any third party, with respect to any securities of the Issuer.
Material
Item 7. Material to Be Filed as Exhibits. N/A CUSIP No. 761025105 13D Page 4 of 5 Pages SIGNATURE 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. Dated: May 13th, 2024 Cove Street Capital LLC /s/ Merihan Tynan Name: Merihan Tynan Title: Chief Compliance Officer; Principal /s/ Jeffrey Bronchick Jeffrey Bronchick CUSIP No. 761025105 13D Page 5 of 5 Pages SCHEDULE A Transactions in the Shares since last filing of May 13th 2024 COVE STREET CAPITAL, LLC Nature of the Transaction Securities Purchased/(Sold) Common Stock Client termination. The client longed out position of 635,614