UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.
)*
Micronetics, Inc.
(Name of Issuer)
Common Stock,
par value $.01 per share
(Title of Class of Securities)
595125105
(CUSIP Number)
Vintage Capital Management, LLC
4705 S. Apopka Vineland Road, Suite 210
Orlando, FL 32819
(407) 909-8015
With a copy to:
Bradley L. Finkelstein
Wilson Sonsini Goodrich & Rosati
Professional Corporation
650 Page Mill Road
Palo Alto, CA 94304
(650) 493-9300
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
August 2, 2011
(Date of Event which Requires Filing of this Statement)
If the filing person has
previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this Schedule because of Sections 240.13d-1(e), 240.13d-1(f), or 240.13d-1(g), check the following
box:
¨
Note
: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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The information
required on 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).
Persons who respond to the collection of information
contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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CUSIP No.
595125105
13D
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(1)
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NAMES OF REPORTING PERSONS
Vintage Partners, L.P.
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
¨
(b)
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(3)
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SEC USE ONLY
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(4)
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SOURCE OF FUNDS (see instructions)
WC
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(5)
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
¨
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(6)
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(7)
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SOLE VOTING POWER
0 shares
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(8)
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SHARED VOTING POWER
337,347 shares
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(9)
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SOLE DISPOSITIVE POWER
0 shares
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(10)
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SHARED DISPOSITIVE POWER
337,347 shares
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(11)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
337,347 shares
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(12)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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(13)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%*
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(14)
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TYPE OF REPORTING PERSON (see instructions)
PN
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*
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Percentage calculated based on 4,561,135 shares of common stock, par value $.01 per share, outstanding as of August 4, 2011, as reported in the Form 10-Q for the
quarterly period ended July 2, 2011 of Micronetics, Inc.
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Page 2 of 13
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CUSIP No.
595125105
13D
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(1)
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NAMES OF REPORTING PERSONS
Vintage Partners GP, LLC
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
¨
(b)
¨
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(3)
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SEC USE ONLY
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(4)
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SOURCE OF FUNDS (see instructions)
OO
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(5)
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
¨
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(6)
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(7)
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SOLE VOTING POWER
0 shares
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(8)
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SHARED VOTING POWER
337,347 shares
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(9)
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SOLE DISPOSITIVE POWER
0 shares
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(10)
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SHARED DISPOSITIVE POWER
337,347 shares
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(11)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
337,347 shares
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(12)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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(13)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%*
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(14)
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TYPE OF REPORTING PERSON (see instructions)
OO
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*
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Percentage calculated based on 4,561,135 shares of common stock, par value $.01 per share, outstanding as of August 4, 2011, as reported in the Form 10-Q for the
quarterly period ended July 2, 2011 of Micronetics, Inc.
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Page 3 of 13
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CUSIP No.
595125105
13D
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(1)
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NAMES OF REPORTING PERSONS
Vintage Capital Management, LLC
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
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(b)
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(3)
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SEC USE ONLY
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(4)
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SOURCE OF FUNDS (see instructions)
OO
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(5)
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
¨
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(6)
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(7)
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SOLE VOTING POWER
0 shares
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(8)
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SHARED VOTING POWER
337,347 shares
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(9)
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SOLE DISPOSITIVE POWER
0 shares
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(10)
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SHARED DISPOSITIVE POWER
337,347 shares
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(11)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
337,347 shares
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(12)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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(13)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%*
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(14)
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TYPE OF REPORTING PERSON (see instructions)
OO
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*
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Percentage calculated based on 4,561,135 shares of common stock, par value $.01 per share, outstanding as of August 4, 2011, as reported in the Form 10-Q for the
quarterly period ended July 2, 2011 of Micronetics, Inc.
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Page 4 of 13
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CUSIP No.
595125105
13D
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(1)
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NAMES OF REPORTING PERSONS
Kahn Capital Management, LLC
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
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(b)
¨
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(3)
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SEC USE ONLY
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(4)
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SOURCE OF FUNDS (see instructions)
OO
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(5)
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
¨
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(6)
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(7)
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SOLE VOTING POWER
0 shares
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(8)
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SHARED VOTING POWER
337,347 shares
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(9)
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SOLE DISPOSITIVE POWER
0 shares
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(10)
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SHARED DISPOSITIVE POWER
337,347 shares
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(11)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
337,347 shares
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(12)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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(13)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%*
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(14)
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TYPE OF REPORTING PERSON (see instructions)
OO
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*
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Percentage calculated based on 4,561,135 shares of common stock, par value $.01 per share, outstanding as of August 4, 2011, as reported in the Form 10-Q for the
quarterly period ended July 2, 2011 of Micronetics, Inc.
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Page 5 of 13
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CUSIP No.
595125105
13D
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(1)
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NAMES OF REPORTING PERSONS
Brian R. Kahn
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(2)
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
¨
(b)
¨
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(3)
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SEC USE ONLY
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(4)
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SOURCE OF FUNDS (see instructions)
OO
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(5)
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
¨
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(6)
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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(7)
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SOLE VOTING POWER
0 shares
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(8)
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SHARED VOTING POWER
337,347 shares
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(9)
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SOLE DISPOSITIVE POWER
0 shares
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(10)
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SHARED DISPOSITIVE POWER
337,347 shares
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(11)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
337,347 shares
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(12)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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(13)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%*
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(14)
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TYPE OF REPORTING PERSON (see instructions)
IN
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*
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Percentage calculated based on 4,561,135 shares of common stock, par value $.01 per share, outstanding as of August 4, 2011, as reported in the Form 10-Q for the
quarterly period ended July 2, 2011 of Micronetics, Inc.
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Page 6 of 13
Item 1. Security and Issuer
The securities to which this statement on Schedule 13D (this Statement) relates are the common stock, par value $.01 per share
(the Common Stock), of Micronetics, Inc., a Delaware corporation (the Issuer). The address of the principal executive offices of the Issuer is 26 Hampshire Drive, Hudson, NH 03051.
Item 2. Identity and Background
This Statement is
filed by:
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(i)
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Vintage Partners, L.P., a Delaware limited partnership (Vintage Partners);
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(ii)
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Vintage Partners GP, LLC, a Delaware limited liability company (Vintage GP), who serves as the general partner of Vintage Partners;
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(iii)
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Vintage Capital Management, LLC, a Delaware limited liability company (Vintage Capital), who serves as the investment manager for Vintage Partners;
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(iv)
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Kahn Capital Management, LLC, a Delaware limited liability company (Kahn Capital), who serves as the initial member (and majority owner) of Vintage GP and
the initial member (and majority owner) of Vintage Capital; and
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(v)
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Brian R. Kahn, who serves as (x) the manager and a member of Vintage GP, (y) the manager and a member of Vintage Capital, and (z) the manager and sole
member of Kahn Capital (Mr. Kahn collectively with Vintage Partners, Vintage GP, Vintage Capital and Kahn Capital, the Reporting Persons).
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The Reporting Persons have entered into a joint filing agreement, a copy of which is attached as Exhibit 1.
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(b)
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Residence or Business Address
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The address of the principal business and principal office of each of the Reporting Persons is 4705 S. Apopka Vineland Road, Suite 210, Orlando, FL 32819.
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(c)
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Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or Other Organization in Which Such Employment Is
Conducted
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The principal business of Vintage Partners is investing in securities.
The principal business of Vintage GP is acting as the general partner of Vintage Partners.
The principal business of Vintage Capital is acting as the investment manager of Vintage Partners.
The principal business of Kahn Capital is acting as the initial member of each of Vintage GP and Vintage Capital.
The principal occupation of Mr. Kahn is acting as the manager of each of Vintage GP, Vintage Capital and Kahn Capital.
Page 7 of 13
During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
During
the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding such person 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 violation with respect to such laws.
Mr. Kahn is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
All of the
shares of Common Stock to which this Statement relates were purchased by Vintage Partners using its capital. The aggregate purchase price of the 337,347 shares of Common Stock acquired by Vintage Partners was $1,624,961.81 (including brokerage
commissions).
Item 4. Purpose of Transaction
The Reporting Persons purchased the shares of Common Stock for investment purposes, and such purchases have been made in the Reporting Persons ordinary course of business.
In pursuing such investment purposes, the Reporting Persons may further purchase, hold, vote, trade, dispose or otherwise deal in the
Common Stock at times, and in such manner, as they deem advisable to benefit from, among other things, (i) changes in the market prices of the Common Stock; (ii) changes in the Issuers operations, business strategy or prospects; or
(iii) from the sale or merger of the Issuer. To evaluate such alternatives, the Reporting Persons will closely monitor the Issuers operations, prospects, business development, management, competitive and strategic matters, capital
structure, and prevailing market conditions, as well as other investment considerations. Consistent with their investment research methods and evaluation criteria, the Reporting Persons may discuss such matters with the management or board of
directors of the Issuer, other stockholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit, and other investors. Such factors and discussions may materially
affect, and result in, among other things, the Reporting Persons (i) modifying their ownership of Common Stock; (ii) exchanging information with the Issuer pursuant to appropriate confidentiality or similar agreements; (iii) proposing
changes in the Issuers operations, governance or capitalization; (iv) pursuing a transaction that would result in the Reporting Persons acquisition of a controlling interest in the Issuer; or (v) pursuing one or more of the
other actions described in subsections (a) through (j) of Item 4 of Schedule 13D.
The Reporting Persons
reserve the right to formulate other plans and proposals, and to take any actions with respect to their investment in the Issuer, including any or all of the actions set forth in subsections (a) through (j) of Item 4 of Schedule 13D,
or to acquire additional Common Stock or to dispose of all Common Stock beneficially owned by them in the open market, through privately negotiated transactions or otherwise. The Reporting Persons may at any time reconsider and change their plans or
proposals relating to the foregoing.
Page 8 of 13
Item 5. Interest in Securities of the Issuer
(a) and (b) The number and percentage of shares of Common Stock to which this Statement relates is 337,347 shares, constituting 7.4%
of the 4,561,135 shares of Common Stock outstanding as of August 4, 2011, as reported in the Form 10-Q for the quarterly period ended July 2, 2011 of the Issuer. All such shares are beneficially owned by Vintage Partners.
Vintage GP, as the general partner of Vintage Partners, has the power to direct the voting and disposition of the shares of Common Stock
that Vintage Partners beneficially owns, and accordingly may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) of the shares of Common Stock
beneficially owned by Vintage Partners.
Vintage Capital, as the investment manager of Vintage Partners, has the power to
direct the voting and disposition of the shares of Common Stock that Vintage Partners beneficially owns, and accordingly may be deemed to be the indirect beneficial owner of the shares of Common Stock beneficially owned by Vintage Partners.
Kahn Capital, as the initial member and majority owner of each of Vintage GP and Vintage Capital, may be deemed to have the
power to direct the voting and disposition of the shares of Common Stock that Vintage Partners beneficially owns, and may be deemed to be the indirect beneficial owner of the shares of Common Stock beneficially owned by Vintage Partners.
Mr. Kahn, as the manager of each of Vintage GP, Vintage Capital and Kahn Capital, has the power to direct the voting and disposition
of the shares of Common Stock that Vintage Partners beneficially owns, and accordingly may be deemed to be the indirect beneficial owner of the shares of Common Stock beneficially owned by Vintage Partners. Mr. Kahn disclaims beneficial
ownership of such shares for all other purposes.
To the knowledge of each of the Reporting Persons, other than as set forth
above, none of the persons named in Item 2 is the beneficial owner of any shares of Common Stock.
(c) Except as set
forth in Schedule A, which is incorporated herein by reference, none of the Reporting Persons has effected any transactions in the Common Stock in the last 60 days.
(d) No other person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock
covered by this Statement.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Except for the joint filing agreement between and among the Reporting Persons attached as Exhibit 1 and other than as described in this Statement, to the knowledge of the Reporting Persons, there are no
contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other persons with respect to any securities of the Issuer, including but not limited to transfer or
voting of any of the securities, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.
Page 9 of 13
Item 7. Material to be Filed as Exhibits
The following documents are filed as exhibits:
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Exhibit
Number
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Description
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1
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Joint Filing Agreement
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Page 10 of 13
SIGNATURES
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.
Dated: August 12, 2011
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VINTAGE PARTNERS, L.P.
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By:
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Vintage Partners GP, LLC,
its General Partner
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By:
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/s/ Brian R. Kahn
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Name: Brian R. Kahn
Title:
Manager
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VINTAGE PARTNERS GP, LLC
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By:
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/s/ Brian R. Kahn
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Name: Brian R. Kahn
Title: Manager
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VINTAGE CAPITAL MANAGEMENT, LLC
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By:
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/s/ Brian R. Kahn
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Name: Brian R. Kahn
Title: Manager
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KAHN CAPITAL MANAGEMENT, LLC
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By:
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/s/ Brian R. Kahn
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Name: Brian R. Kahn
Title: Manager
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/s/ Brian R. Kahn
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Brian R. Kahn
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Page 11 of 13
Schedule A
Transactions by the Reporting Persons in the Past 60 Days
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Beneficial Ownership
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Transaction Date
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Purchase or Sale
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Quantity
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Price per Share
(excluding
commission)
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How Effected
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Vintage Partners, L.P.
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06/13/11
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Purchase
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3,300
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4.3574
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Open Market
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Vintage Partners, L.P.
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06/14/11
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Purchase
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1,500
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4.5000
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Open Market
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Vintage Partners, L.P.
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06/15/11
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Purchase
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9,004
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4.5000
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Open Market
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Vintage Partners, L.P.
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06/16/11
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Purchase
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2,000
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4.6300
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Open Market
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Vintage Partners, L.P.
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06/17/11
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Purchase
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4,661
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4.6366
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Open Market
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Vintage Partners, L.P.
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06/20/11
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Purchase
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5,800
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4.7500
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Open Market
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Vintage Partners, L.P.
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06/21/11
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Purchase
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1,100
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4.8400
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Open Market
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Vintage Partners, L.P.
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06/22/11
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Purchase
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11,924
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4.9987
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Open Market
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Vintage Partners, L.P.
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06/23/11
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Purchase
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4,705
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5.0040
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Open Market
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Vintage Partners, L.P.
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07/01/11
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Purchase
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2,900
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4.9600
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Open Market
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Vintage Partners, L.P.
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07/05/11
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Purchase
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1,488
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5.0040
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Open Market
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Vintage Partners, L.P.
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07/06/11
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Purchase
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1,398
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4.9993
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Open Market
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Vintage Partners, L.P.
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07/07/11
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Purchase
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3,862
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5.0059
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Open Market
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Vintage Partners, L.P.
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07/08/11
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Purchase
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100
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4.9800
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Open Market
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Vintage Partners, L.P.
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07/11/11
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Purchase
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1,393
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5.0089
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Open Market
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Vintage Partners, L.P.
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07/12/11
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Purchase
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300
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5.0200
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Open Market
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Vintage Partners, L.P.
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07/13/11
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Purchase
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2,575
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5.0209
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Open Market
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Vintage Partners, L.P.
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07/15/11
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Purchase
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3,345
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5.1184
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Open Market
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Vintage Partners, L.P.
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07/21/11
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Purchase
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2,500
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5.2780
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Open Market
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Vintage Partners, L.P.
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07/22/11
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Purchase
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9,300
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5.3698
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Open Market
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Vintage Partners, L.P.
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07/25/11
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Purchase
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1,100
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5.3473
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Open Market
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Vintage Partners, L.P.
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07/27/11
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Purchase
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2,700
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5.4400
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Open Market
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Vintage Partners, L.P.
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07/28/11
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Purchase
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500
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5.4720
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Open Market
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Vintage Partners, L.P.
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07/29/11
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Purchase
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1,400
|
|
5.4200
|
|
Open Market
|
Vintage Partners, L.P.
|
|
08/02/11
|
|
Purchase
|
|
906
|
|
5.3956
|
|
Open Market
|
Vintage Partners, L.P.
|
|
08/02/11
|
|
Purchase
|
|
76,815
|
|
5.4308
|
|
Open Market
|
Vintage Partners, L.P.
|
|
08/03/11
|
|
Purchase
|
|
4,719
|
|
5.8275
|
|
Open Market
|
Vintage Partners, L.P.
|
|
08/08/11
|
|
Purchase
|
|
6,405
|
|
5.5000
|
|
Open Market
|
Vintage Partners, L.P.
|
|
08/09/11
|
|
Purchase
|
|
11,489
|
|
5.5029
|
|
Open Market
|
Vintage Partners, L.P.
|
|
08/10/11
|
|
Purchase
|
|
150
|
|
5.5000
|
|
Open Market
|
Vintage Partners, L.P.
|
|
08/11/11
|
|
Purchase
|
|
9,335
|
|
5.8883
|
|
Open Market
|
Page 12 of 13
EXHIBIT INDEX
|
|
|
Exhibit
Number
|
|
Description
|
1
|
|
Joint Filing Agreement
|
Page 13 of 13
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