Page 5 of 8 – SEC Filing
SCHEDULE 13D
| Item 1. | Security and Issuer |
This statement on Schedule 13D relates
to the common stock, par value $0.01 per share (the “Common Stock”), of TSR, Inc. (the “Company”), a Delaware
corporation. The address of the Company’s principal executive offices is 400 Oser Avenue, Hauppauge, NY 11788.
| Item 2. | Identity and Background |
(a) This
Statement is filed as a joint statement pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934 (the “Exchange
Act”) by Zeff Capital L.P., a Delaware limited partnership (“Capital”), Zeff Holding Company, LLC, a Delaware
limited liability company (“Holding”), and Daniel Zeff (“Zeff”). Zeff, Capital and Holding are hereinafter
collectively referred to as the “Reporting Persons.” Zeff is the sole manager and member of Holding, which in turn
serves as the general partner for Capital. Accordingly, the Reporting Persons are making a group filing because, due to the relationship
between them, the Reporting Persons may be deemed to constitute a “group” for purposes of Section 13(d)(3) of the Exchange
Act.
(b) The
address of the principal business and principal office of each of the Reporting Persons is 885 Sixth Ave, New York, NY 10001.
(c) The
principal business of Mr. Zeff is that of investing in securities in his capacity as investment manager for Zeff Capital LP, and
as sole manager of Holding. The principal business of Capital is that of an investment partnership. The principal business of Holding
is acting as general partner for Capital.
(d) None
of the Reporting Persons has during the last five years, been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
(e) None
of the Reporting Persons has during the last five years, been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining
future violations of or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation
with respect thereto.
(f) Mr.
Zeff is a citizen of the United States. Capital and Holdings are organized under the laws of the State of Delaware.
| Item 3. | Source and Amount of Funds or Other Consideration. |
The aggregate purchase price paid by
Capital for the shares of Common Stock reported herein was $544,226, which Capital paid utilizing its working capital. Such shares
of Common Stock are or may be held from time to time by in margin accounts established with their respective brokers or banks,
and a portion of the purchase price for the Common Stock may have been obtained through margin borrowing. Common Stock positions
held in margin accounts may be pledged as collateral security for the repayment of debit balances in the margin accounts.
