13D Filing: Nierenberg Investment Management and Rosetta Stone Inc (RST)

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1
NAME OF REPORTING PERSONS
The D3 Family Fund, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [X] (b) [  ]
3
SEC USE ONLY
4
SOURCE OF FUNDS (See Instructions)
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Washington
NUMBER OF SHARES
BENEFICIALLY
7
SOLE VOTING POWER
0
OWNED BY
EACH
REPORTING
8
SHARED VOTING POWER
321,177 common shares (1.4%)
PERSON
WITH
9
SOLE DISPOSITIVE POWER
0
10
SHARED DISPOSITIVE POWER
321,177
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
For the reporting person listed on this page, 321,177; for all reporting persons as a group, 1,223,024 shares (5.5%)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [  ]
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
For the reporting person listed on this page, 1.4%; for all reporting persons as a group, 5.5%
14
TYPE OF REPORTING PERSON (See Instructions)
PN

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