Major Shareholding Notification • Jun 11, 2010
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| UNITED
STATES SECURITIES
AND EXCHANGE COMMISSION Washington,
D.C. 20549 SCHEDULE
13G Under
the Securities Exchange Act of 1934 (Amendment
No. )* |
| --- |
| ASTRO-MED,
INC. |
| (Name
of Issuer) |
| Common
Stock |
| (Title
of Class of Securities) |
| 04638F108 |
| (CUSIP
Number) |
| April
23, 2010 |
| (Date
of Event Which Requires Filing of this
Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| x | Rule
13d-1(b) |
| --- | --- |
| o | Rule
13d-1(c) |
| o | Rule
13d-1(d) |
The information required in 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).
(Continued on following page(s))
Page 1 of 9 Pages
CUSIP No. 04638F108
| 1 | NAME
OF REPORTING PERSONS I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Perritt
Capital Management, Inc. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) (a) o (b) £ Not
Applicable | |
| 3 | SEC
USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Illinois | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5 | SOLE
VOTING POWER 45,600 |
| | 6 | SHARED
VOTING POWER 331,602 (1) |
| | 7 | SOLE
DISPOSITIVE POWER 45,600 |
| | 8 | SHARED
DISPOSITIVE POWER 331,602 (1) |
| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 377,202 | |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS ) o Not
Applicable | |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.2% (2) | |
| 12 | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) IA | |
(1) Represents shares beneficially owned by Perritt MicroCap Opportunities Fund, Inc. and Perritt Funds, Inc. (see Item 2(a)).
(2) The percent ownership calculated is based upon an aggregate of 7,290,139 shares outstanding as of May 14, 2010.
Page 2 of 9 Pages
CUSIP No. 04638F108
| 1 | NAME
OF REPORTING PERSONS I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Perritt
MicroCap Opportunities Fund, Inc. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) (a) o (b) £ Not
Applicable | |
| 3 | SEC
USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Maryland | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5 | SOLE
VOTING POWER -0- |
| | 6 | SHARED
VOTING POWER 91,400 |
| | 7 | SOLE
DISPOSITIVE POWER -0- |
| | 8 | SHARED
DISPOSITIVE POWER 91,400 |
| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 91,400 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS ) o Not
Applicable | |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.3% (1) | |
| 12 | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) IV | |
(1) The percent ownership calculated is based upon an aggregate of 7,290,139 shares outstanding as of May 14, 2010.
Page 3 of 9 Pages
CUSIP No. 04638F108
| 1 | NAME
OF REPORTING PERSONS I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Perritt
Funds, Inc. | |
| --- | --- | --- |
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) (a) o (b) £ Not
Applicable | |
| 3 | SEC
USE ONLY | |
| 4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Maryland | |
| NUMBER
OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH | 5 | SOLE
VOTING POWER -0- |
| | 6 | SHARED
VOTING POWER 240,202 |
| | 7 | SOLE
DISPOSITIVE POWER -0- |
| | 8 | SHARED
DISPOSITIVE POWER 240,202 |
| 9 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 240,202 | |
| 10 | CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS ) o Not
Applicable | |
| 11 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.3% (1) | |
| 12 | TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS) IV | |
(1) The percent ownership calculated is based upon an aggregate of 7,290,139 shares outstanding as of May 14, 2010.
Page 4 of 9 Pages
CUSIP No. 04638F108
| Item 1(a). | Name of Issuer: Astro-Med,
Inc. |
| --- | --- |
| Item 1(b). | Address of Issuer’s Principal Executive
Offices: 600
East Greenwich Avenue West
Warwick, RI 02893 |
| Item 2(a). | Name of Person Filing: The
persons filing this Schedule 13G are (i) Perritt Capital Management, Inc.,
an investment adviser registered under Section 203 of the Investment
Advisers Act of 1940; (ii) Perritt MicroCap Opportunities Fund, Inc., an
investment company registered under the Investment Company Act of 1940;
and (iii) Perritt Funds, Inc., an investment company registered under the
Investment Company Act of 1940. Perritt Capital Management,
Inc. is the investment adviser to Perritt MicroCap Opportunities Fund,
Inc. and its sole series, Perritt MicroCap Opportunities Fund, and to
Perritt Funds, Inc. and its sole series, Perritt Emerging Opportunities
Fund. Attached as Exhibit 1 hereto, which is incorporated
by reference herein, is an agreement between Perritt Capital Management,
Inc., Perritt MicroCap Opportunities Fund, Inc. and Perritt Funds, Inc.
that this Schedule 13G is filed on behalf of each of them. |
| Item 2(b). | Address of Principal Business Office or, if none,
Residence: 300
South Wacker Drive, Suite 2880 Chicago,
IL 60606 |
| Item 2(c). | Citizenship: Perritt
Capital Management, Inc. is an Illinois corporation. Perritt
MicroCap Opportunities Fund, Inc. is a Maryland corporation. Perritt
Funds, Inc. is a Maryland corporation. |
| Item 2(d). | Title of Class of Securities: Common
Stock |
| Item 2(e). | CUSIP Number: 04638F108 |
Page 5 of 9 Pages
CUSIP No. 04638F108
| Item 3. | If this statement is filed pursuant to Rules
13d-1(b), or 13d-2(b) or (c), check whether the person filing is
a: T Investment company
registered under section 8 of the Investment Company Act of 1940 (15
U.S.C. 80a-8). T An investment
adviser in accordance with section 240.13d-1(b)(1)(ii)(E). |
| --- | --- |
| Item 4. | Ownership Perritt Capital Management,
Inc. (a) Amount
Beneficially Owned: 377,202 (b) Percent of
Class: 5.2 % (c) Number
of shares as to which such person has: (i) sole power to vote or to direct
the vote: 45,600 (ii) shared power to vote or to direct
the vote: 331,602 (iii) sole power to dispose or to
direct the disposition of: 45,600 (iv) shared
power to dispose or to direct the disposition of: 331,602 |
| | Perritt MicroCap Opportunities Fund,
Inc. (a) Amount
Beneficially Owned: 91,400 (b) Percent
of Class: 1.3% (c) Number
of shares as to which such person has: (i) sole power to vote or to direct
the vote: -0- (ii) shared power to vote or to direct
the vote: 91,400 (iii) sole power to dispose or to
direct the disposition of: -0- (iv) shared
power to dispose or to direct the disposition of: 91,400 |
| | Perritt Funds, Inc. (a) Amount
Beneficially Owned: 240,202 (b) Percent
of Class: 3.3% (c) Number
of shares as to which such person has: (i) sole power to vote or to direct
the vote: -0- (ii) shared power to vote or to direct
the vote: 240,202 (iii) sole power to dispose or to
direct the disposition of: -0- (iv) shared
power to dispose or to direct the disposition of: 240,202 |
Page 6 of 9 Pages
CUSIP No. 04638F108
| Item 5 . | Ownership of Five Percent or Less of a
Class . N/A |
| --- | --- |
| Item 6 . | Ownership of More than Five Percent on Behalf of
Another Person . N/A |
| Item 7 . | Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company . N/A |
| Item 8 . | Identification and Classification of Members of
the Group . N/A |
| Item 9 . | Notice of Dissolution of
Group . N/A |
| Item 10 . | Certification . |
| By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer
of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or
effect. | |
Exhibits . 1. Agreement to file Schedule 13G jointly.
Page 7 of 9 Pages
CUSIP No. 04638F108
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: June 11, 2010
| PERRITT
CAPITAL MANAGEMENT, INC. | |
| --- | --- |
| By: | /s/ Michael J. Corbett |
| | Michael
J. Corbett, Vice President |
| PERRITT
MICROCAP OPPORTUNITIES FUND, INC. | |
| By: | /s/ Michael J. Corbett |
| | Michael
J. Corbett, President |
| PERRITT
FUNDS, INC. | |
| By: | /s/ Michael J. Corbett |
| | Michael
J. Corbett,
President |
Page 8 of 9 Pages
CUSIP No. 04638F108
Exhibit 1
AGREEMENT
AGREEMENT, dated as of June 11, 2010, by and among Perritt Capital Management, Inc., an Illinois corporation, Perritt MicroCap Opportunities Fund, Inc., a Maryland corporation, and Perritt Funds, Inc., a Maryland corporation.
WHEREAS, in accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934 (the “Act”), only one such statement need be filed whenever two or more persons are required to file a statement pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such statement is filed on behalf of each of them.
NOW, THEREFORE, in consideration of the premises and mutual agreements herein contained, the parties hereto agree as follows:
Perritt Capital Management, Inc., Perritt MicroCap Opportunities Fund, Inc. and Perritt Funds, Inc. hereby agree, in accordance with Rule 13d-1(k) under the Act, to file one statement on Schedule 13G relating to their ownership of the Common Stock of Astro-Med, Inc. and hereby further agree that said statement shall be filed on behalf of Perritt Capital Management, Inc., Perritt MicroCap Opportunities Fund, Inc. and Perritt Funds, Inc. Nothing herein shall be deemed to be an admission that the parties hereto, or any of them, are members of a “group” (within the meaning of Section 13(d) of the Act and the rules promulgated thereunder) with respect to any securities of Astro-Med, Inc.
IN WITNESS WHEREOF, the parties have executed this agreement as of the date first written above.
| PERRITT
CAPITAL MANAGEMENT, INC. | |
| --- | --- |
| By: | /s/ Michael J. Corbett |
| | Michael
J. Corbett, Vice President |
| PERRITT
MICROCAP OPPORTUNITIES FUND, INC. | |
| By: | /s/ Michael J. Corbett |
| | Michael
J. Corbett, President |
| PERRITT
FUNDS, INC. | |
| By: | /s/ Michael J. Corbett |
| | Michael
J. Corbett,
President |
Page 9 of 9 Pages
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