Kenan Lucas Form 4 PERCEPTRON / JOHN F. BRYANT ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BRYANT JOHN F.

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PERCEPTRON INC/MI [ PRCP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/14/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	06/14/2019		A		5,549	A	$4.46	12,351	I	See footnote(1)
Common Stock, $0.01 par value								987,091	I	See footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

BRYANT JOHN F.

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Harbert Discovery Fund, LP

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HARBERT DISCOVERY FUND GP, LLC

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HARBERT FUND ADVISORS, INC.

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HARBERT MANAGEMENT CORP

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LUCAS KENAN

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH, SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HARBERT RAYMOND J

(Last) (First) (Middle)

2100 THIRD AVENUE NORTH

SUITE 600

(Street)

BIRMINGHAM AL 35203

(City) (State) (Zip)

Explanation of Responses:

1. The Reporting Person received 5,549 shares of common stock (the "Reported Shares") in lieu of a portion of his annual Board Compensation pursuant to the Directors Stock Purchase Rights under the 2004 Stock Incentive Plan, an exempt plan. The Reported shares were assigned to Harbert Fund Advisors, Inc. ("HFA"), and are held in an affiliated brokerage account for the benefit of Harbert Discovery Fund, LP (the "Fund").

2. These shares are held by the Fund and may be deemed to be beneficially owned by (i) Harbert Discovery Fund GP, LLC (the "Fund GP"), the general partner of the Fund, (ii) HFA, the investment adviser to the Fund, (iii) Harbert Management Corporation ("HMC"), the managing member of the Fund GP, (iv) the Reporting Person, a Senior Advisor of the Fund, and a Vice President and Senior Managing Director of HMC, (v) Kenan Lucas, the Managing Director and Portfolio Manager of the Fund GP and (v) Raymond Harbert, the controlling shareholder, Chairman and Chief Executive Officer of HMC.

Remarks:

The Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

	/s/ John F. Bryant	06/18/2019
	Harbert Discovery Fund, LP, By: Harbert Discovery Fund GP, LLC, its General Partner, By: Harbert Management Corporation, its Managing Member, By: /s/ John McCullough, Executive Vice President and General Counsel	06/18/2019
	Harbert Discovery Fund GP, LLC, By: Harbert Management Corporation, its Managing Member, By: /s/ John McCullough, Executive Vice President and General Counsel	06/18/2019
	Harbert Fund Advisors, Inc., By: /s/ John McCullough, Executive Vice President and General Counsel	06/18/2019
	Harbert Management Corporation, By: /s/ John McCullough, Executive Vice President and General Counsel	06/18/2019
	/s/ Kenan Lucas	06/18/2019
	/s/ Raymond Harbert	06/18/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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