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13D Filing: Leon Capital Partners, LLC and Ruby Tuesday Inc (RT)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
CHIMERA CAPITAL INVESTMENTS 1,628,727 1,628,727 1,628,727 2.7%
CHIMERA CAPITAL 1,628,727 1,628,727 1,628,727 2.7%
LCG LIQUID HOLDINGS 1,628,727 1,628,727 1,628,727 2.7%
LCG ALTERNATIVE HOLDINGS 1,628,727 1,628,727 1,628,727 2.7%
LEON CAPITAL PARTNERS 1,628,727 1,628,727 1,628,727 2.7%
FERNANDO DE LEON 1,628,727 1,628,727 1,628,727 2.7%

Page 1 of 13 – SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED
IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. 1)1

Ruby Tuesday, Inc.

(Name
of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

781182 10 0

(CUSIP Number)

FERNANDO
DE LEON

LEON
CAPITAL PARTNERS, LLC

3500 Maple Avenue, Suite 1600

Dallas, Texas 75219

(214) 865-8082

STEVE
WOLOSKY, ESQ.

OLSHAN
FROME WOLOSKY LLP

1325
Avenue of the Americas

New
York, New York 10019

(212)
451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices
and Communications)

October 16, 2017

(Date of Event Which Requires
Filing of This Statement)

If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box
¨.

Note:  Schedules
filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See
§ 240.13d-7 for other parties to whom copies are to be sent.

1
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 disclosures provided
in a prior cover page.

The information required
on 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).

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Page 2 of 13 – SEC Filing

1 NAME OF REPORTING PERSON
CHIMERA CAPITAL INVESTMENTS, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,628,727
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING – 0 –
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,628,727
10 SHARED DISPOSITIVE POWER
– 0 –
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,628,727
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
14 TYPE OF REPORTING PERSON
OO
2

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Page 3 of 13 – SEC Filing

1 NAME OF REPORTING PERSON
CHIMERA CAPITAL, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,628,727
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING – 0 –
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,628,727
10 SHARED DISPOSITIVE POWER
– 0 –
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,628,727
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
14 TYPE OF REPORTING PERSON
OO
3

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Page 4 of 13 – SEC Filing

1 NAME OF REPORTING PERSON
LCG LIQUID HOLDINGS, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,628,727
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING – 0 –
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,628,727
10 SHARED DISPOSITIVE POWER
– 0 –
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,628,727
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
14 TYPE OF REPORTING PERSON
OO
4

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Page 5 of 13 – SEC Filing

1 NAME OF REPORTING PERSON
LCG ALTERNATIVE HOLDINGS, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,628,727
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING – 0 –
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,628,727
10 SHARED DISPOSITIVE POWER
– 0 –
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,628,727
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
14 TYPE OF REPORTING PERSON
OO
5

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Page 6 of 13 – SEC Filing

1 NAME OF REPORTING PERSON
LEON CAPITAL PARTNERS, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,628,727
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING – 0 –
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,628,727
10 SHARED DISPOSITIVE POWER
– 0 –
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,628,727
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
14 TYPE OF REPORTING PERSON
OO
6

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Page 7 of 13 – SEC Filing

1 NAME OF REPORTING PERSON
FERNANDO DE LEON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,628,727
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING – 0 –
PERSON WITH 9 SOLE DISPOSITIVE POWER
1,628,727
10 SHARED DISPOSITIVE POWER
– 0 –
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,628,727
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
14 TYPE OF REPORTING PERSON
IN
7

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Page 8 of 13 – SEC Filing

The following constitutes
Amendment No. 1 (“Amendment No. 1”) to the Schedule 13D filed by the undersigned (the “Schedule 13D”).
This Amendment No. 1 amends the Schedule 13D as specifically set forth herein.

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

Item 3 is hereby
amended and restated to read as follows:

The Shares purchased
by Chimera Investments were purchased with working capital (which may, at any given time, include working capital loans made in
the ordinary course of business as well as margin loans made by brokerage firms in the ordinary course of business) in open market
purchases, except as otherwise noted, as set forth in Schedule A, which is incorporated by reference herein. The aggregate purchase
price of the 1,628,727 Shares beneficially owned by Chimera Investments is approximately $3,566,586, excluding brokerage commissions.

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended
and restated to read as follows:

The aggregate percentage
of Shares reported owned by each person named herein is based upon 61,186,581 Shares outstanding, as of October 9, 2017, 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 October 16, 2017.

A. Chimera Investments
(a) As of the close of business on October 18, 2017, Chimera Investments beneficially owned 1,628,727
Shares.

Percentage: Approximately 2.7%

(b) 1. Sole power to vote or direct vote: 1,628,727
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 1,628,727
4. Shared power to dispose or direct the disposition: 0
(c) The transactions in the Shares by Chimera Investments during the past sixty days are set forth
in Schedule A and are incorporated herein by reference.
B. Chimera Capital
(a) Chimera Capital, as the manager of Chimera Investments, may be deemed the beneficial owner of the
1,628,727 Shares owned by Chimera Investments.

Percentage: Approximately 2.7%

(b) 1. Sole power to vote or direct vote: 1,628,727
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 1,628,727
4. Shared power to dispose or direct the disposition: 0
8

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Page 9 of 13 – SEC Filing

(c) Chimera Capital has not entered into any transactions in the Shares during the past sixty days.
The transactions in the Shares on behalf of Chimera Investments during the past sixty days are set forth in Schedule A and are
incorporated herein by reference.
C. LCG Liquid
(a) LCG Liquid, as the manager of Chimera Capital, may be deemed the beneficial owner of the 1,628,727
Shares owned by Chimera Investments.

Percentage:
Approximately 2.7%

(b) 1. Sole power to vote or direct vote: 1,628,727
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 1,628,727
4. Shared power to dispose or direct the disposition: 0
(c) LCG Liquid has not entered into any transactions in the Shares during the past sixty days. The
transactions in the Shares on behalf of Chimera Investments during the past sixty days are set forth in Schedule A and are incorporated
herein by reference.
D. LCG Alternative
(a) LCG Alternative, as the manager of LCG Liquid, may be deemed the beneficial owner of the 1,628,727
Shares owned by Chimera Investments.

Percentage:
Approximately 2.7%

(b) 1. Sole power to vote or direct vote: 1,628,727
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 1,628,727
4. Shared power to dispose or direct the disposition: 0
(c) LCG Alternative has not entered into any transactions in the Shares during the past sixty days.
The transactions in the Shares on behalf of Chimera Investments during the past sixty days are set forth in Schedule A and are
incorporated herein by reference.
E. Leon Partners
(a) Leon Partners, as the manager of LCG Alternative, may be deemed the beneficial owner of the 1,628,727
Shares owned by Chimera Investments.

Percentage:
Approximately 2.7%

(b) 1. Sole power to vote or direct vote: 1,628,727
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 1,628,727
4. Shared power to dispose or direct the disposition: 0
(c) Leon Partners has not entered into any transactions in the Shares during the past sixty days. The
transactions in the Shares on behalf of Chimera Investments during the past sixty days are set forth in Schedule A and are incorporated
herein by reference.
9

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Page 10 of 13 – SEC Filing

F. Mr. De Leon
(a) Mr. De Leon, as a managing member and CEO of Leon Partners, may be deemed the beneficial owner
of the 1,628,727 Shares owned by Chimera Investments.

Percentage: Approximately 2.7%

(b) 1. Sole power to vote or direct vote: 1,628,727
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 1,628,727
4. Shared power to dispose or direct the disposition: 0
(c) Mr. De Leon has not entered into any transactions in the Shares during the past sixty days. The
transactions in the Shares on behalf of Chimera Investments during the past sixty days are set forth in Schedule A and are incorporated
herein by reference.

Each Reporting Person,
as a member of a “group” with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange
Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons.  Each
Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.

(d) No person other than the Reporting Persons is known to have the right to receive, or the power
to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
(e) As of October 16, 2017, the Reporting Persons ceased to be the beneficial owners of more than 5%
of the outstanding Shares of the Issuer.
10

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Page 11 of 13 – SEC Filing

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: October 18, 2017

CHIMERA CAPITAL INVESTMENTS, LLC
By: Chimera Capital, LLC
Its Manager
By: LCG Liquid Holdings, LLC
Its Manager
By: LCG Alternative Holdings, LLC
Its Manager
By: /s/ Fernando De Leon
Name: Fernando De Leon
Title: Authorized Signatory
CHIMERA CAPITAL, LLC
By: LCG Liquid Holdings, LLC
Its Manager
By: LCG Alternative Holdings, LLC
Its Manager
By: /s/ Fernando De Leon
Name: Fernando De Leon
Title: Authorized Signatory
LCG LIQUID HOLDINGS, LLC
By: LCG Alternative Holdings, LLC
Its Manager
By: /s/ Fernando De Leon
Name: Fernando De Leon
Title: Authorized Signatory
LCG ALTERNATIVE HOLDINGS, LLC
By: /s/ Fernando De Leon
Name: Fernando De Leon
Title: Authorized Signatory
11

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Page 12 of 13 – SEC Filing

LEON CAPITAL PARTNERS, LLC
By: /s/ Fernando De Leon
Name: Fernando De Leon
Title: Managing Member
/s/ Fernando De Leon
Fernando De Leon
12

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Page 13 of 13 – SEC Filing

SCHEDULE A

Transactions in the Shares During
the Past Sixty Days

Nature of the Transaction

Amount of Securities

Purchased/(Sold)

Price Per

Share($)

Date of

Purchase/Sale

CHIMERA
CAPITAL INVESTMENTS, LLC

Sale of Common Stock (27,644) 2.1095 8/28/2017
Sale of Common Stock (35,934) 2.1400 8/31/2017
Sale of Common Stock (24,199) 2.1958 9/01/2017
Sale of Common Stock (7,200) 2.1899 9/12/2017
Sale of Common Stock (49,700) 2.2171 9/13/2017
Sale of Common Stock (14,900) 2.2023 9/14/2017
Sale of Common Stock (35,935) 2.2201 9/15/2017
Sale of Common Stock (50,000) 2.2509 9/19/2017
Sale of Common Stock (300) 2.1066 9/19/2017
Sale of Common Stock (26,000) 2.2402 10/06/2017
Sale of Common Stock (5,355) 2.2466 10/09/2017
Sale of Common Stock (2,000,000) 2.3604 10/16/2017
Sale of Common Stock (1,277,453) 2.3706 10/16/2017
Sale of Common Stock (192,188) 2.3900 10/17/2017
Sale of Common Stock (222,547) 2.3700 10/17/2017
Sale of Common Stock (157,403) 2.3805 10/18/2017
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