Item 1. Security and Issuer.
This Amendment No. 11 to Schedule 13D (“Amendment No. 11”) relates to the common stock, par value $0.0001 per share (the “Common Stock”), of Tile Shop Holdings, Inc., a Delaware corporation (the “Issuer”), and hereby amends the Schedule 13D filed with the Securities and Exchange Commission (the “Commission”) on August 29, 2012 (the “Initial Schedule”), as previously amended by Amendment No. 1 to Schedule 13D filed with the Commission on December 19, 2012 (“Amendment No. 1”), Amendment No. 2 to Schedule 13D filed with the Commission on April 12, 2013 (“Amendment No. 2”), Amendment No. 3 to Schedule 13D filed with the Commission on May 23, 2013 (“Amendment No. 3”), Amendment No. 4 filed with the Commission on June 18, 2013 (“Amendment No. 4”), Amendment No. 5 filed with the Commission on July 7, 2015 (“Amendment No. 5”), Amendment No. 6 filed with the Commission on September 15, 2015 (“Amendment No. 6”), Amendment No. 7 filed with the Commission on November 12, 2015 (“Amendment No. 7”), Amendment No. 8 filed with the Commission on March 14, 2016 (“Amendment No. 8”), Amendment No. 9 filed with the Commission on June 22, 2017 (“Amendment No. 9”) and Amendment No. 10 filed with the Commission on October 18, 2017 (“Amendment No. 10”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Initial Schedule. All items or responses not described herein remain as previously reported in the Initial Schedule, as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9 and Amendment No. 10.
Item 2. Identity and Background.
(a) The persons and entities filing this Amendment No. 11 to the Initial Schedule are Nabron International Inc. ("Nabron"), Raymond Long Sing Tang ("Tang"), Jill Marie Franklin ("Franklin"), and Louise Mary Garbarino ("Garbarino" and, together with Nabron, Tang, and Franklin, the "Reporting Persons").
(b) The address of the principal place of business of each of the Reporting Persons is 2nd Floor, Le Prince de Galles, 3-5 Avenue des Citronniers, MC98000 Monaco.
(c) The principal business of Nabron is investing. The principal occupation of Tang is investing. The principal occupation of Franklin is investing. The principal occupation of Garbarino is investing.
(d) None of the Reporting Persons described herein has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) None of the Reporting Persons described herein has, during the last five years, been party to a civil proceeding or 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 violations with respect to such laws.
(f) Nabron is incorporated in the Bahamas. Tang is a citizen of the United Kingdom. Franklin is a citizen of the United Kingdom. Garbarino is a citizen of the United Kingdom.
Item 3. Source and Amount of Funds or Other Consideration.
The information set forth in Item 4 hereof is hereby incorporated by reference into this Item 3, as applicable.
Item 4. Purpose of Transaction.
Item 4 of the Initial Schedule, as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9 and Amendment No. 10, is hereby amended and supplemented to add the following:
On various dates from October 18, 2017 through and including January 11, 2018, Nabron sold an aggregate of 3,596,153 shares of Common Stock of the Issuer representing 5.89% of the total issued and outstanding shares of Common Stock of the Issuer, as reported in Issuer’s most recent Form 10-Q filed with the Commission on October 26, 2017.
Item 5. Interests in Securities of the Issuer.
(a), (b) The information contained on the cover pages to this statement on Schedule 13D and set forth in Item 4 hereof is hereby incorporated by reference into this Item 5, as applicable.
(c) Nabron made the following sales (and no purchases) of Common Stock during the past 60 days:
Trade Date | Number of Shares Sold | Price per Share | Where and How Transaction Effected |
11/13/2017 | 74,321 | $8.3813 | Open Market Sale |
11/14/2017 | 80,000 | $8.2451 | Open Market Sale |
11/15/2017 | 80,000 | $8.2189 | Open Market Sale |
11/16/2017 | 80,000 | $8.3700 | Open Market Sale |
11/17/2017 | 80,000 | $8.4854 | Open Market Sale |
11/20/2017 | 76,900 | $8.3602 | Open Market Sale |
11/21/2017 | 80,000 | $8.4859 | Open Market Sale |
11/22/2017 | 79,240 | $8.5869 | Open Market Sale |
11/27/2017 | 68,501 | $8.3887 | Open Market Sale |
11/28/2017 | 80,000 | $8.3135 | Open Market Sale |
11/29/2017 | 80,000 | $8.5213 | Open Market Sale |
11/30/2017 | 50,500 | $8.4109 | Open Market Sale |
12/01/2017 | 67,700 | $8.3484 | Open Market Sale |
12/04/2017 | 80,000 | $8.4843 | Open Market Sale |
12/05/2017 | 30,800 | $8.3601 | Open Market Sale |
12/06/2017 | 55,400 | $8.4155 | Open Market Sale |
12/07/2017 | 80,000 | $8.5683 | Open Market Sale |
12/08/2017 | 80,000 | $9.2342 | Open Market Sale |
12/11/2017 | 80,000 | $9.0440 | Open Market Sale |
12/12/2017 | 80,000 | $9.0374 | Open Market Sale |
Trade Date | Number of Shares Sold | Price per Share | Where and How Transaction Effected |
12/13/2017 | 80,000 | $9.0619 | Open Market Sale |
12/14/2017 | 80,000 | $9.0089 | Open Market Sale |
12/15/2017 | 80,000 | $9.0896 | Open Market Sale |
12/18/2017 | 59,800 | $9.3181 | Open Market Sale |
12/19/2017 | 80,000 | $9.6929 | Open Market Sale |
12/20/2017 | 61,223 | $9.5042 | Open Market Sale |
12/21/2017 | 46,000 | $9.5898 | Open Market Sale |
12/22/2017 | 57,721 | $9.5383 | Open Market Sale |
12/26/2017 | 28,800 | $9.6145 | Open Market Sale |
12/27/2017 | 34,100 | $9.5462 | Open Market Sale |
12/28/2017 | 24,300 | $9.5057 | Open Market Sale |
01/02/2018 | 50,100 | $9.8474 | Open Market Sale |
01/03/2018 | 42,451 | $9.6230 | Open Market Sale |
01/04/2018 | 80,000 | $9.6825 | Open Market Sale |
01/05/2018 | 80,000 | $9.9531 | Open Market Sale |
01/08/2018 | 79,400 | $10.0182 | Open Market Sale |
01/09/2018 | 72,800 | $9.7677 | Open Market Sale |
01/10/2018 | 80,000 | $9.8300 | Open Market Sale |
01/11/2018 | 21,270 | $10.2436 | Open Market Sale |
(d) None.
(e) Not applicable.
Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
The information contained on the cover pages to this statement on Schedule13D and set forth in Item 4 hereof is hereby incorporated by reference into this Item 6, as applicable.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: January 22, 2018
For and on behalf of NABRON INTERNATIONAL INC. By: /s/ Jill Marie Franklin Jill Marie Franklin Authorized Signatory |
By: /s/ Raymond Long Sing Tang Raymond Long Sing Tang Authorized Signatory |
/s/ Raymond Long Sing Tang Raymond Long Sing Tang |
/s/ Jill Marie Franklin Jill Marie Franklin |
/s/ Louise Mary Garbarino Louise Mary Garbarino |