Filing Details

Accession Number:
0001144204-17-003192
Form Type:
13D Filing
Publication Date:
2017-01-20 16:40:57
Filed By:
Hershey Management I, Llc.
Company:
Precision Optics Corporation Inc. (OTCMKTS:POCI)
Filing Date:
2017-01-20
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Hershey Management I 1,460,980 0 1,460,980 0 1,460,980 16.5%
Hershey strategic capital 1,460,980 0 1,460,980 0 1,460,980 16.5%
Hershey Strategic Capital GP 1,460,980 0 1,460,980 0 1,460,980 16.5%
Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

  

Precision Optics Corporation, Inc.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

740294301

(CUSIP Number)

 

John Shin, Esq.

Silverman Shin & Byrne PLLC

88 Pine Street, 22nd Fl.

New York, NY 10005

(212) 779-8600

(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)

 

December 31, 2016

(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box .

 

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).

 

   

 

 

 

1

NAME OF REPORTING PERSONS


Hershey Management I, 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 ITEMS 2(d) or 2(e)

 

 

 
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UNITED STATES

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

1,460,980

 

8

SHARED VOTING POWER

 

0

 

9

SOLE DISPOSITIVE POWER

 

1,460,980

 

10

SHARED DISPOSITIVE POWER

 

0

 

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,460,980

 

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

 

 
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

16.5%

 

14

TYPE OF REPORTING PERSON

 

IA

 

           
 -2- 

 

 

1

NAME OF REPORTING PERSONS

 


Hershey strategic capital, lp

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 ITEMS 2(d) or 2(e)

 

 

 
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UNITED STATES

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

1,460,980

 

8

SHARED VOTING POWER

 

0

 

9

SOLE DISPOSITIVE POWER

 

1,460,980

 

10

SHARED DISPOSITIVE POWER

 

0

 

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,460,980

 

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

 

 
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

16.5%

 

14

TYPE OF REPORTING PERSON

 

PN

 

           

 

 

 -3- 

 

 


1

NAME OF REPORTING PERSONS


Hershey Strategic Capital GP, 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 ITEMS 2(d) or 2(e)

 

 

 
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

UNITED STATES

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

7

SOLE VOTING POWER

 

1,460,980

 

8

SHARED VOTING POWER

 

0

 

9

SOLE DISPOSITIVE POWER

 

1,460,980

 

10

SHARED DISPOSITIVE POWER

 

0

 

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,460,980

 

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

 

 
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

16.5%

 

14

TYPE OF REPORTING PERSON

 

PN

 

           
 -4- 

 

Item 1.   Security and Issuer.

 

There is no change to the information set forth in Item 1 of the previously filed Schedule 13D.

 

Item 2. Identity and Background.

 

There is no change to the information set forth in Item 2 of the previously filed Schedule 13D, other than as follows:

 

(b) The principal office and business address of the Reporting Persons is 6 Pompano Road, Rumson, NJ 07760.

 

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

 

There is no change to the information set forth in Item 2 of the previously filed Schedule 13D.

 

Item 4. Purpose of Transaction.

 

There is no change to the information set forth in Item 4 of the previously filed Schedule 13D.

 

Item 5. Interest in Securities of the Issuer.

 

(a) As of the date hereof, the Reporting Persons beneficially own 1,460,980 shares of Common Stock (but excludes 62,500 shares of Common Stock issuable upon exercise of the Warrants which Warrants are not exercisable until October 2, 2017), representing 16.5% of the outstanding shares of Common Stock (based upon 7,539,582 shares of Common Stock outstanding as of October 31, 2016, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015, plus 1,333,334 shares of Common Stock issued by the Issuer pursuant to the Purchase Agreement, as reported in the Issuer’s Current Report on Form 8-K filed November 29, 2016).

 

(b) As the investment advisor, Hershey Management I, LLC, has the power to vote or to direct the vote and to dispose or direct the disposition of all of the securities reported herein.

 

(c) No transactions in the Common Stock were effected by the Reporting Persons since the most recently filed Schedule 13D, except on December 22, 2016, the Reporting Persons purchased 25,980 shares of Common Stock at the weighted average price of $0.5992..

 

(d) and (e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of Issuer.

 

There is no change to the information set forth in Item 6 of the previously filed Schedule 13D.

 

 -5- 

 

Item 7. Materials to be Filed as Exhibits.

 

There is no change to the information set forth in Item 7 of the previously filed Schedule 13D.

 

SIGNATURE

 

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Dated: January 20, 2017

 

  Hershey Management I, LLC    
       
       
  By:  /s/ Adam Hershey                                
  Adam Hershey, Managing Member    
       
       
  Hershey Strategic Capital, LP    
  By: Hershey Strategic Capital GP, LLC,    
  General Partner    
       
       
  By:  /s/ Adam Hershey                                
  Adam Hershey, Managing Member    
       
       
  Hershey Strategic Capital gp, llc    
       
       
  By:  /s/ Adam Hershey                                
  Adam Hershey, Managing Member    

 

 -6-