RHA Investments Form 4 GLOBALSCAPE / Robert H Alpert 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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X

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^*

210/GSB Acquisition Partners, LLC

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 950

(Street)

DALLAS TX 75225

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GLOBALSCAPE INC [ GSB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2020

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	08/24/2020		G		61,507	D	$0	0	I	See footnotes(1)(2)(3)(4)(6)
Common Stock	08/24/2020		G		17,645	D	$0	0	I	See footnotes(1)(2)(3)(4)(7)
Common Stock	08/24/2020		G		32,972	D	$0	0	I	See footnotes(1)(2)(3)(4)(5)
Common Stock	08/24/2020		G		268,900	D	$0	3,000,000	D(1)(2)(3)(4)(8)
Common Stock	08/28/2020		U		3,000,000	D	$9.5	0	D(1)(2)(3)(4)(8)

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
Stock option (right to buy)	$8.93	08/28/2020		D			300,000	(9)	(9)	Common Stock	300,000	$0	0	I	See footnotes(1)(2)(3)(4)(5)

1. Name and Address of Reporting Person^*

210/GSB Acquisition Partners, LLC

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 950

(Street)

DALLAS TX 75225

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

210 Capital, LLC

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 950

(Street)

DALLAS TX 75225

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

COVENANT RHA PARTNERS, L.P.

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 650

(Street)

DALLAS TX 75225

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CCW/LAW Holdings, LLC

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 950

(Street)

DALLAS TX 75225

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Alpert Robert H

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 950

(Street)

DALLAS TX 75225

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

RHA Investments, Inc.

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 950

(Street)

DALLAS TX 75225

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Webb C Clark

(Last) (First) (Middle)

8214 WESTCHESTER DRIVE

SUITE 950

(Street)

DALLAS TX 75225

(City) (State) (Zip)

Explanation of Responses:

1. This statement is jointly filed by and on behalf of each of 210/GSB Acquisition Partners, LLC ("GSB Acquisition"), 210 Capital, LLC ("210 Capital"), Covenant RHA Partners, L.P. ("RHA Partners"), CCW/LAW Holdings, LLC ("CCW Holdings"), RHA Investments, Inc. ("RHA Investments"), C. Clark Webb and Robert H. Alpert. The direct beneficial owners of the securities covered by this statement are GSB Acquisition, Mr. Webb, Atlas Capital Management, L.P. ("ACM"), a limited partnership whose securities may be deemed to be beneficially owned by RHA Investments, as the general partner of ACM, and Mr. Alpert.

2. 210 Capital is the sole member of, and may be deemed to beneficially own securities owned by, GSB Acquisition. RHA Partners and CCW Holdings are the only members of, and may each be deemed to beneficially own securities owned by, 210 Capital. Mr. Webb is the sole member of, and may be deemed to beneficially own securities owned by, CCW Holdings. RHA Investments is the general partner of, and may be deemed to beneficially own securities owned by, RHA Partners. Mr. Alpert is the President and sole shareholder of, and may be deemed to beneficially own securities owned by, RHA Investments.

3. The reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any securities covered by this statement. The reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.

4. The reporting persons were deemed to be members of a group with respect to GlobalSCAPE, Inc. (the "Issuer") or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

5. Represents shares previously directly beneficially owned solely by Mr. Alpert.

6. Represents shares previously directly beneficially owned solely by Mr. Webb.

7. Represents shares previously directly beneficially owned by ACM and indirectly by RHA Investments and Mr. Alpert.

8. Represents shares previously directly beneficially owned by GSB Acquisition, a ten percent owner of the Issuer, and indirectly by the other reporting persons.

9. Outstanding stock options of the Issuer were cancelled and converted into the right to receive $9.50 per share in cash, without interest thereon and subject to any required tax withholding (the "Merger Consideration")(less the applicable exercise price) in accordance with the Merger Agreement. If the applicable exercise price per share under any such options was equal to or greater than the Merger Consideration, such options were canceled immediately without any payment or other consideration being made or owed in respect thereof.

Remarks:

This Form 4 reports securities disposed of pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 19, 2020, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on July 20, 2020, and by which the Issuer became a wholly-owned subsidiary of Help/Systems, LLC.

	210/GSB ACQUISITION PARTNERS, LLC, By: 210 Capital, LLC, Its: Sole Member, By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: Authorized Signatory, By: /s/ C. Clark Webb, Name: C. Clark Webb, Title: Authorized Signatory	09/01/2020
	210 CAPITAL, LLC, By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: President of the General Partner of a Member of 210 Capital, LLC, By: /s/ C. Clark Webb, Name: C. Clark Webb, Title: Sole Member of a Member of 210 Capital, LLC	09/01/2020
	COVENANT RHA PARTNERS, L.P., By: RHA Investments, Inc., Its: General Partner, By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: President	09/01/2020
	CCW/LAW HOLDINGS, LLC, By: /s/ C. Clark Webb, Name: C. Clark Webb, Title: Sole Member	09/01/2020
	RHA INVESTMENTS, INC., By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: President	09/01/2020
	ROBERT H. ALPERT, By: /s/ Robert H. Alpert	09/01/2020
	C. CLARK WEBB, By: /s/ C. Clark Webb	09/01/2020
	** Signature of Reporting Person	Date
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