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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Endwave Corp. (MM) | NASDAQ:ENWV | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1.85 | 0 | 01:00:00 |
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|
OMB APPROVAL
OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5 |
|
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person
*
EagleRock Capital Management, L.L.C. |
2. Issuer Name
and
Ticker or Trading Symbol
ENDWAVE CORP [ ENWV ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
24 WEST 40TH ST., 10TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
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NEW YORK, NY 10018 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. 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 | 12/15/2009 | S | 25000 | D | $2.3734 (1) | 976057 | I | See footnote (5) | ||
Common Stock | 12/16/2009 | S | 2261 | D | $2.39 (2) | 973796 | I | See footnote (5) | ||
Common Stock | 12/17/2009 | S | 6271 | D | $2.3435 (3) | 967525 | I | See footnote (5) | ||
Common Stock | 12/18/2009 | S | 10000 | D | $2.3801 (4) | 957525 | I | See footnote (5) |
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 |
Explanation of Responses: | |
( 1) | The sale prices ranged from $2.37 to $2.39, with a weighted average price of $2.3734. The undersigned reporting persons hereby undertake to provide upon the request of the Commission staff, the issuer or a security holder of the issues, full information regarding the number of shares sold at each price. |
( 2) | The sale prices ranged from $2.39 to $2.39, with a weighted average price of $2.39. The undersigned reporting persons hereby undertake to provide upon the request of the Commission staff, the issuer or a security holder of the issues, full information regarding the number of shares sold at each price. |
( 3) | The sale prices ranged from $2.33 to $2.37, with a weighted average price of $2.3435. The undersigned reporting persons hereby undertake to provide upon the request of the Commission staff, the issuer or a security holder of the issues, full information regarding the number of shares sold at each price. |
( 4) | The sale prices ranged from $2.38 to $2.40, with a weighted average price of $2.3801. The undersigned reporting persons hereby undertake to provide upon the request of the Commission staff, the issuer or a security holder of the issues, full information regarding the number of shares sold at each price. |
( 5) | The securities disclosed in this Form 4 are directly owned by certain funds, including EagleRock Institutional Partners, LP (the "Funds"), of which EagleRock Capital Management, LLC ("EagleRock") is the investment manager. Mr. Nader Tavakoli is the managing member and principal of EagleRock. By reason of the provisions of Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Act"), EagleRock and Mr. Tavakoli may be deemed to be the beneficial owners of the securities beneficially owned by the Funds. EagleRock, Mr. Tavakoli and EagleRock Institutional Partners, LP hereby disclaim beneficial ownership of all securities reported herein, except to the extent of any pecuniary interest therein. |
Remarks:
Exhibit List Exhibit 99.1 Joint Filer Information |
Reporting Owners
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Reporting Owner Name / Address |
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||||
Director | 10% Owner | Officer | Other | ||
EagleRock Capital Management, L.L.C.
24 WEST 40TH ST., 10TH FLOOR NEW YORK, NY 10018 |
|
X |
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NADER TAVAKOLI
24 WEST 40TH ST., 10TH FLOOR NEW YORK, NY 10018 |
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X |
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Signatures
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||
/s/ Nader Tavakoli, Managing Member of EagleRock Capital Management, LLC | 12/21/2009 | |
** Signature of Reporting Person |
Date
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/s/ Nader Tavakoli | 12/21/2009 | |
** Signature of Reporting Person |
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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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