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 |
|---|---|---|---|---|---|---|
| Vector Capital IV | 0 | 1,637,821 | 0 | 1,637,821 | 1,637,821 | 6.04% |
| Vector Capital Partners IV | 0 | 1,637,821 | 0 | 1,637,821 | 1,637,821 | 6.04% |
| Vector Entrepreneur Fund III | 0 | 19,893 | 0 | 19,893 | 19,893 | 0.07% |
| Vector Capital Partners III | 0 | 19,893 | 0 | 19,893 | 19,893 | 0.07% |
| Vector Capital | 0 | 1,657,714 | 0 | 1,657,714 | 1,657,714 | 6.12% |
| Alexander R. Slusky | 0 | 1,657,714 | 0 | 1,657,714 | 1,657,714 | 6.12% |
Page 1 of 10 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13D/A
[Rule 13d-101]
Under the Securities Exchange Act of 1934
(Amendment No. 2)
eGain
Corporation
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
28225C103
(CUSIP Number)
| Vector Capital IV, L.P. Vector Capital Partners IV, L.P. Vector Entrepreneur Fund III, L.P. Vector Capital Partners III, L.P. Vector Capital, L.L.C. Alexander R. Slusky c/o One Market Street, Steuart Tower, 23rd Floor San Francisco, CA 94105 Telephone: (415) 293-5000 | With a copy to: Paul Hastings LLP 55 2nd San Francisco, CA 94105 Telephone: (415) 856-7000 Attn: Steve L. Camahort |
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September 8, 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.
| * | The remainder of this cover page shall be filled out for a reporting persons 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).
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 2 of 10 – SEC Filing
| CUSIP No. 28225C103 |
| 1 | Names of Vector Capital IV, L.P. | |||||
| 2 | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3 | SEC Use Only | |||||
| 4 | Source of Funds (See WK, BK, OO | |||||
| 5 | Check if Disclosure of Legal | |||||
| 6 | Citizenship or Place of Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power -0- | ||||
| 8 | Shared Voting Power 1,637,821 | |||||
| 9 | Sole Dispositive Power -0- | |||||
| 10 | Shared Dispositive Power 1,637,821 | |||||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person 1,637,821 | |||||
| 12 | Check if the Aggregate Amount in Row | |||||
| 13 | Percent of Class Represented by Amount 6.04% | |||||
| 14 | Type of Reporting Person (See PN | |||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 3 of 10 – SEC Filing
| CUSIP No. 87582Y108 |
| 1 | Names of Vector Capital Partners IV, L.P. | |||||
| 2 | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3 | SEC Use Only | |||||
| 4 | Source of Funds (See AF | |||||
| 5 | Check if Disclosure of Legal | |||||
| 6 | Citizenship or Place of Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power -0- | ||||
| 8 | Shared Voting Power 1,637,821 | |||||
| 9 | Sole Dispositive Power -0- | |||||
| 10 | Shared Dispositive Power 1,637,821 | |||||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person 1,637,821 | |||||
| 12 | Check if the Aggregate Amount in Row | |||||
| 13 | Percent of Class Represented by Amount 6.04% | |||||
| 14 | Type of Reporting Person (See PN | |||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 4 of 10 – SEC Filing
| CUSIP No. 87582Y108 |
| 1 | Names of Vector Entrepreneur Fund III, L.P. | |||||
| 2 | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3 | SEC Use Only | |||||
| 4 | Source of Funds (See WC, BK, OO | |||||
| 5 | Check if Disclosure of Legal | |||||
| 6 | Citizenship or Place of Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power -0- | ||||
| 8 | Shared Voting Power 19,893 | |||||
| 9 | Sole Dispositive Power -0- | |||||
| 10 | Shared Dispositive Power 19,893 | |||||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person 19,893 | |||||
| 12 | Check if the Aggregate Amount in Row | |||||
| 13 | Percent of Class Represented by Amount 0.07% | |||||
| 14 | Type of Reporting Person (See PN | |||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 5 of 10 – SEC Filing
| CUSIP No. 87582Y108 |
| 1 | Names of Vector Capital Partners III, L.P. | |||||
| 2 | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3 | SEC Use Only | |||||
| 4 | Source of Funds (See AF | |||||
| 5 | Check if Disclosure of Legal | |||||
| 6 | Citizenship or Place of Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power -0- | ||||
| 8 | Shared Voting Power 19,893 | |||||
| 9 | Sole Dispositive Power -0- | |||||
| 10 | Shared Dispositive Power 19,893 | |||||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person 19,893 | |||||
| 12 | Check if the Aggregate Amount in Row | |||||
| 13 | Percent of Class Represented by Amount 0.07% | |||||
| 14 | Type of Reporting Person (See PN | |||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 6 of 10 – SEC Filing
| CUSIP No. 87582Y108 |
| 1 | Names of Vector Capital, L.L.C. | |||||
| 2 | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3 | SEC Use Only | |||||
| 4 | Source of Funds (See AF | |||||
| 5 | Check if Disclosure of Legal | |||||
| 6 | Citizenship or Place of Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power -0- | ||||
| 8 | Shared Voting Power 1,657,714 | |||||
| 9 | Sole Dispositive Power -0- | |||||
| 10 | Shared Dispositive Power 1,657,714 | |||||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person 1,657,714 | |||||
| 12 | Check if the Aggregate Amount in Row | |||||
| 13 | Percent of Class Represented by Amount 6.12% | |||||
| 14 | Type of Reporting Person (See OO | |||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 7 of 10 – SEC Filing
| CUSIP No. 87582Y108 |
| 1 | Names of Alexander R. Slusky | |||||
| 2 | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3 | SEC Use Only | |||||
| 4 | Source of Funds (See AF | |||||
| 5 | Check if Disclosure of Legal | |||||
| 6 | Citizenship or Place of United States | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power -0- | ||||
| 8 | Shared Voting Power 1,657,714 | |||||
| 9 | Sole Dispositive Power -0- | |||||
| 10 | Shared Dispositive Power 1,657,714 | |||||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person 1,657,714 | |||||
| 12 | Check if the Aggregate Amount in Row | |||||
| 13 | Percent of Class Represented by Amount 6.12% | |||||
| 14 | Type of Reporting Person (See IN | |||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 8 of 10 – SEC Filing
This Amendment No. 2 (this Amendment No. 2) to Schedule 13D filed with
the Securities and Exchange Commission on behalf of the following persons (collectively, the Reporting Persons): (i) Vector Capital IV, L.P., a Delaware limited partnership (VC IV), (ii) Vector Capital Partners
IV, L.P., a Cayman Islands limited partnership (VCP IV), (iii) Vector Entrepreneur Fund III, L.P., a Delaware limited partnership (VE III), (iv) Vector Capital Partners III, L.P., a Cayman Islands limited
partnership (VCP III), (v) Vector Capital, L.L.C., a Delaware limited liability company (VC, and together with VC IV, VCP IV, VEF III and VCP III, Vector), and (vii) Alexander R. Slusky,
an individual (Mr. Slusky) on May 26, 2015, as amended by Amendment No. 1 filed on January 4, 2017 (collectively, the Initial 13D), is being filed pursuant to Rule 13d-2 of the Securities Exchange Act of 1923, as amended on behalf of the Reporting Persons to amend certain information previously reported by the Reporting Persons in the Initial 13D by adding the information set
forth below to the items indicated. Unless otherwise stated herein, all capitalized terms used in this Amendment No. 2 have the same meaning as those set forth in the Initial 13D.
Item 1. Security and Issuer.
Item 1 of the
Schedule 13D is hereby amended and restated in its entirety as follows:
This statement on Schedule 13D (this Statement) relates to the
shares of common stock, par value $0.001 per share (the Shares), of eGain Corporation., a Delaware corporation (the Company). The principal executive offices of the Company are located at 1252 Borregas Avenue,
Sunnyvale, California 94089. As reported in the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2017, as of May 5, 2017, there were 27,105,471 Shares outstanding.
Item 5. Interest in Securities of the Issuer
Paragraphs (a), (b) and (c) of the Schedule 13D are hereby amended and restated in their entirety as follows:
| (a) | The response of each of the Reporting Persons to Rows (11) to (13) of the cover pages of this Amendment No. 2 are incorporated herein by reference. As of the September 11, 2017, the Reporting Persons have the following interest in the securities of the Company: |
| i. | VC IV beneficially owns 1,637,821 Shares, making it the beneficial owner of 6.04% of the Companys common stock. |
| ii. | VCP IV beneficially owns 1,637,821 Shares, making it the beneficial owner of 6.04% of the Companys common stock. |
| iii. | VEF III beneficially owns 19,893 Shares, making it the beneficial owner of 0.07% of the Companys common stock. |
| iv. | VCP III beneficially owns 19,893 Shares, making it the beneficial owner of 0.07% of the Companys common stock. |
| v. | VC beneficially owns 1,657,714 Shares, making it the beneficial owner of 6.12% of the Companys common stock. |
| vi. | Mr. Slusky beneficially owns 1,657,714 Shares, making him the beneficial owner of 6.12% of the Companys common stock. |
| (b) | The table below sets forth for the Reporting Persons the number of shares of the Companys common stock for which there is sole power to vote or to direct the vote, shared power to vote or direct the vote, or sole or shared power to dispose or to direct the disposition. |
| VC IV | VCP IV | VEF III | VCP III | VC | Mr. Slusky | |||||||||||||||||||
| Sole Power to Vote/Direct Vote | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
| Shared Power to Vote/Direct Vote | 1,637,821 | 1,637,821 | 19,893 | 19,893 | 1,657,714 | 1,657,714 | ||||||||||||||||||
| Sole Power to Dispose/Direct Disposition | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
| Shared Power to Dispose/Direct | 1,637,821 | 1,637,821 | 19,893 | 19,893 | 1,657,714 | 1,657,714 | ||||||||||||||||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 9 of 10 – SEC Filing
Disposition
| (c) | There have been no purchases or sales of the Companys common stock by any of the Reporting Persons within the last sixty days, except for the sales of the Companys common stock by VC IV and VEF III on the open market as indicated in the table below, which table sets forth the date of each transaction, number of shares sold in each transaction, and the sale price per share for the shares sold in each transaction. |
Sales by VC IV:
| Date | Number of Shares Sold | Sale Price Per Share | ||||||
| 8/22/2017 | 2,417 | $ | 1.8000 | |||||
| 8/25/2017 | 6,449 | $ | 1.7531 | |||||
| 8/28/2017 | 7,571 | $ | 1.7503 | |||||
| 8/31/2017 | 1,716 | $ | 1.7500 | |||||
| 9/1/2017 | 17,117 | $ | 1.7500 | |||||
| 9/5/2017 | 3,952 | $ | 1.7500 | |||||
| 9/6/2017 | 41,990 | $ | 1.7532 | |||||
| 9/8/2017-1 | 473,917 | $ | 2.1246 | |||||
| 9/8/2017-2 | 113,088 | $ | 2.1290 | |||||
Sales by VEF III:
| Date | Number of Shares Sold | Sale Price Per Share | ||||||
| 8/22/2017 | 29 | $ | 1.8000 | |||||
| 8/25/2017 | 78 | $ | 1.7531 | |||||
| 8/28/2017 | 92 | $ | 1.7503 | |||||
| 8/31/2017 | 21 | $ | 1.7500 | |||||
| 9/1/2017 | 208 | $ | 1.7500 | |||||
| 9/5/2017 | 48 | $ | 1.7500 | |||||
| 9/6/2017 | 510 | $ | 1.7532 | |||||
| 9/8/2017-1 | 5,756 | $ | 2.1246 | |||||
| 9/8/2017-2 | 1,374 | $ | 2.1290 | |||||
Follow Egain Corp (NASDAQ:EGAN)
Follow Egain Corp (NASDAQ:EGAN)
Page 10 of 10 – SEC Filing
SIGNATURE
After reasonable inquiry and to the best of each of the undersigneds knowledge and belief, the undersigned certifies that the information set forth in
this statement is true, complete and correct.
Dated September 11, 2017
| VECTOR CAPITAL IV, L.P. | ||
| By: VECTOR CAPITAL PARTNERS IV, L.P., its general partner | ||
| By: VECTOR CAPITAL, L.L.C., its general partner | ||
| By: | /s/ David Baylor | |
| Name: David Baylor | ||
| Title: Chief Operating Officer | ||
| VECTOR CAPITAL PARTNERS IV, L.P. | ||
| By: VECTOR CAPITAL, L.L.C., its general partner | ||
| By: | /s/ David Baylor | |
| Name: David Baylor | ||
| Title: Chief Operating Officer | ||
| VECTOR ENTREPRENEUR FUND III, L.P. | ||
| By: VECTOR CAPITAL PARTNERS III, L.P., its general partner | ||
| By: VECTOR CAPITAL, L.L.C., its general partner | ||
| By: | /s/ David Baylor | |
| Name: David Baylor | ||
| Title: Chief Operating Officer | ||
| VECTOR CAPITAL PARTNERS III, L.P. | ||
| By: VECTOR CAPITAL, L.L.C., its general partner | ||
| By: | /s/ David Baylor | |
| Name: David Baylor | ||
| Title: Chief Operating Officer | ||
| VECTOR CAPITAL, L.L.C. | ||
| By: | /s/ David Baylor | |
| Name: David Baylor | ||
| Title: Chief Operating Officer | ||
| ALEXANDER R. SLUSKY | ||
| /s/ Alexander R. Slusky | ||
| Alexander R. Slusky | ||
