Filing Details

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. ___5____)*

                   Tecnoglass Inc.       

(Name of Issuer)

                 Common Stock, par value $.0001      

(Title of Class of Securities)

     G87264100     

(CUSIP Number)

     December 31, 2016      

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

x Rule 13d-1(c)

o     Rule 13d-1(d)

*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 the disclosures provided in a prior cover page.

The information required in 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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CUSIP No. G87264100

ITEM 1.

(a) Name of issuer:

Tecnoglass Inc. (the Issuer)

(b) Address of Issuer's Principal Executive Offices:

Avenida Circunvalar a 100 mts de la Via 40

Barrio Las Flores Barranquilla

Colombia

ITEM 2.

The names of the persons (the Reporting Persons) filing this Statement (this "Statement") are David Sandberg, the controlling member of Red Oak Partners, LLC, a Florida limited liability company ("Red Oak Partners"), which serves as the general partner of The Red Oak Fund, LP, a Delaware limited partnership (the "Red Oak Fund"), The Red Oak Long Fund, LP, a Delaware limited partnership (the Red Oak Long Fund), The Red Oak Institutional Founders Long Fund, LP, a Delaware limited partnership (the "Red Oak Founders Fund"), and a managing member of Pinnacle Capital Partners LLC, a Florida limited liability company (Pinnacle Capital Partners), the general partner of Pinnacle Opportunities Fund, LP, a Delaware limited partnership ("Pinnacle Fund", together with the "Red Oak Fund", the Red Oak Founders Fund, and the Red Oak Long Fund, the "Funds"). The Funds are private investment vehicles formed for the purpose of investing and trading in a wide variety of securities and financial instruments. Each of the Reporting Persons hereto disclaims beneficial ownership with respect to any shares other than the shares owned directly by such filer.

(b)  The principal office or business address of the Red Oak Fund, Red Oak Long Fund, Red Oak Founders Fund, Red Oak Partners, Pinnacle Capital Partners, Pinnacle Fund and David Sandberg is 1969 SW 17^th Street, Boca Raton, FL 33486.  

(c) David Sandberg is a citizen of the United States.

(d) This Statement relates to Common Stock, $.0001 par value, of the Issuer.

(e) The CUSIP Number of the Shares of the Issuer is G87264100.

ITEM 3.  IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

ITEM 4. OWNERSHIP.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned:

Red Oak Partners may be deemed to beneficially own 1,251,105 shares of Common Stock which includes: 352,465 shares of Common Stock that Red Oak Fund may be deemed to beneficially own, 160,040 shares of Common Stock that Red Oak Long Fund may be deemed to beneficially own, 274,000 shares of Common Stock that Red Oak Founders Fund may be deemed to beneficially own, and 464,600 shares of Common Stock that Pinnacle Fund may be deemed to beneficially own.

Mr. Sandberg, as the managing member of Red Oak Partners may be deemed to beneficially own the 1,251,105 shares of Common Stock beneficially owned by Red Oak Partners through the Funds.

Percent of class:

With respect to David Sandberg and Red Oak Partners, 4.15% of Common Stock.  With respect to the Red Oak Fund, 1.17% of Common Stock.  With respect to the Red Oak Long Fund, 0.53% of Common Stock.  With respect to the Red Oak Founders Fund, 0.91% of Common Stock.  With respect to Pinnacle Capital Partners and Pinnacle Fund, 1.54% of Common Stock.  

(c) Number of shares as to which such person has:

(i)  Sole power to vote or to direct the vote

0

(ii) Shared power to vote or to direct the vote

With respect to David Sandberg and Red Oak Partners, LLC, 1,251,105 shares of Common Stock.  

(iii) Sole power to dispose or to direct the disposition of

0

(iv) Shared power to dispose or to direct the disposition of

With respect to David Sandberg and Red Oak Partners, LLC, 1,251,105 shares of Common Stock.  

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

Not applicable.

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE     SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

Not applicable.

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

David Sandberg is the controlling member of Red Oak Partners, LLC, which serves as the general partner of the Red Oak Fund, LP, the Red Oak Long Fund, LP, the Red Oak Founders Fund, and the managing member of Pinnacle Capital Partners LLC, the general partner of Pinnacle Opportunities Fund, LP.

ITEM 9. NOTICE OF DISSOLUTION OF GROUP.

Not applicable.

ITEM 10. CERTIFICATIONS.

(a) Not applicable.

(b) By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.