Item 1. | |
(a) | Name of issuer:
Turtle Beach Corp |
(b) | Address of issuer's principal executive
offices:
44 SOUTH BROADWAY, 4TH FLOOR, WHITE PLAINS, NEW YORK, 10601 |
Item 2. | |
(a) | Name of person filing:
The person filing this report is AWM Investment Company, Inc., a Delaware corporation (AWM), which is the investment adviser to Special Situations Cayman Fund, L.P., a Cayman Islands Limited Partnership (CAYMAN), Special Situations Fund III QP, L.P., a Delaware limited partnership (SSFQP), Special Situations Private Equity Fund, L.P., a Delaware limited partnership (SSPE), Special Situations Technology Fund, L.P., a Delaware limited partnership (TECH) and Special Situations Technology Fund II, L.P., a Delaware limited partnership (TECH II), (CAYMAN, SSFQP, SSPE, TECH and TECH II, will hereafter be referred to as the Funds). The principal business of each Fund is to invest in equity and equity-related securities and other securities of any kind or nature.
David M. Greenhouse (Greenhouse) and Adam C. Stettner (Stettner) are members of: SSCayman, L.L.C., a Delaware limited liability company (SSCAY), the general partner of CAYMAN; MGP Advisers Limited Partnership, a Delaware limited partnership (MGP), the general partner of SSFQP; MG Advisers, L.L.S., a Delaware limited liability company (MG), the general partner of SSPE; and SST Advisers, L.L.C., a Delaware limited liability company (SSTA), the general partner of TECH and TECH II. Greenhouse and Stettner are also controlling principals of AWM.
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(b) | Address or principal business office or, if
none, residence:
527 Madison Avenue, Suite 2600
New York, NY 10022 |
(c) | Citizenship:
AWM is a Delaware Corporation |
(d) | Title of class of securities:
Common Stock |
(e) | CUSIP No.:
900450206 |
Item 3. | If this statement is filed pursuant to §§
240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
(a) | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
(b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
(c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
(d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
(e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
(f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
(g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
(h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); |
(i) | A
church plan that is excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
(j) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please
specify the type of institution: |
(k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). |
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Item 4. | Ownership |
(a) | Amount beneficially owned:
AWM is the investment adviser to each of the Funds. As the investment adviser to the Funds, AWM holds sole voting and investment power over 73,518 shares of Common Stock of the Issuer (the Shares) and 79,528 Warrants*** to purchase Shares held by CAYMAN, 262,261 Shares and 212,736 Warrants*** to purchase Shares held by SSFQP, 44,851 Shares and 88,000 Warrants*** to purchase Shares held by SSPE, 16,802 Shares and 24,881 Warrants*** to purchase Shares held by TECH and 87,920 Shares and 144,855 Warrants*** to purchase Shares held by TECH II. Greenhouse and Stettner are members of: SSCAY, the general partner of CAYMAN; MGP, the general partner of SSFQP; MG, the general partner of SSPE; and SSTA, the general partner of TECH and TECH II. Greenhouse and Stettner are also controlling principals of AWM.
*** The Warrants described herein may only be exercised to the extent that the total number of Common Shares then beneficially owned does not exceed 9.99% of the outstanding shares. |
(b) | Percent of class:
5.0 % |
(c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
AWM is the investment adviser to each of the Funds. As the investment adviser to the Funds, AWM holds sole voting and investment power over 73,518 shares of Common Stock of the Issuer (the Shares) and 79,528 Warrants*** to purchase Shares held by CAYMAN, 262,261 Shares and 212,736 Warrants*** to purchase Shares held by SSFQP, 44,851 Shares and 88,000 Warrants*** to purchase Shares held by SSPE, 16,802 Shares and 24,881 Warrants*** to purchase Shares held by TECH and 87,920 Shares and 144,855 Warrants*** to purchase Shares held by TECH II. Greenhouse and Stettner are members of: SSCAY, the general partner of CAYMAN; MGP, the general partner of SSFQP; MG, the general partner of SSPE; and SSTA, the general partner of TECH and TECH II. Greenhouse and Stettner are also controlling principals of AWM.
*** The Warrants described herein may only be exercised to the extent that the total number of Common Shares then beneficially owned does not exceed 9.99% of the outstanding shares.
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| (ii) Shared power to vote or to direct the
vote:
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| (iii) Sole power to dispose or to direct the
disposition of:
AWM is the investment adviser to each of the Funds. As the investment adviser to the Funds, AWM holds sole voting and investment power over 73,518 shares of Common Stock of the Issuer (the Shares) and 79,528 Warrants*** to purchase Shares held by CAYMAN, 262,261 Shares and 212,736 Warrants*** to purchase Shares held by SSFQP, 44,851 Shares and 88,000 Warrants*** to purchase Shares held by SSPE, 16,802 Shares and 24,881 Warrants*** to purchase Shares held by TECH and 87,920 Shares and 144,855 Warrants*** to purchase Shares held by TECH II. Greenhouse and Stettner are members of: SSCAY, the general partner of CAYMAN; MGP, the general partner of SSFQP; MG, the general partner of SSPE; and SSTA, the general partner of TECH and TECH II. Greenhouse and Stettner are also controlling principals of AWM.
*** The Warrants described herein may only be exercised to the extent that the total number of Common Shares then beneficially owned does not exceed 9.99% of the outstanding shares.
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| (iv) Shared power to dispose or to direct the
disposition of:
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Item 5. | Ownership of 5 Percent or Less of a Class. |
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Item 6. | Ownership of more than 5 Percent on Behalf of
Another Person. |
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Not Applicable
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Item 7. | Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or
Control Person. |
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Not Applicable
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Item 8. | Identification and Classification of Members
of the Group. |
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Not Applicable
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Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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