HACKETT GROUP, INC.

Major Shareholding Notification • Feb 10, 2023

SC 13G/A 1 tm235856d8_sc13ga.htm SC 13G/A

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

SCHEDULE 13G

(Rule 13d-102)

Information Statement Pursuant to Rules 13d-1

Under the Securities Exchange Act of 1934 (Amendment No. 4)*

THE HACKETT GROUP, INC.

(Name of Issuer)

Common Stock, Par Value of $0.001 Per Share

(Title of Class of Securities)

404609109

(CUSIP Number)

December 31, 2022

Date of Event Which Requires Filing of the Statement

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x	Rule 13d-1(b)
¨	Rule 13d-1(c)
¨	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's 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.

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).

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CUSIP No. 404609109 Schedule 13G Page 2 of 12

| 1. | Name
of Reporting Person S.S. or I.R.S. Identification No. of Above Person Trigran Investments, Inc. | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group | |
| | (a) | ¨ |
| | (b) | x |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization Illinois corporation | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 0 |
| --- | --- |
| 6. | Shared
Voting Power 1,657,941 shares of common stock |
| 7. | Sole
Dispositive Power 0 |
| 8. | Shared
Dispositive Power 1,752,359 shares of common stock |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,752,359 shares of common stock (1) |
| --- | --- |
| 10. | Check
Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) Approximately 6.5% (based on 26,813,787 shares of common stock issued and outstanding as of December 9, 2022 pursuant to (i) The
Hackett Group, Inc. Form 10-Q filed with the SEC on November 9, 2022 less (ii) the number of shares set forth
in Exhibit (a)(5)(E) of The Hackett Group, Inc. Schedule TO filed on December 13, 2022 |
| 12. | Type
of Reporting Person IA/CO |

(1) The Reporting Person disclaims beneficial ownership of the shares reported in this Schedule 13G, except to the extent of its pecuniary interest.

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CUSIP No. 404609109 Schedule 13G Page 3 of 12

| 1. | Name
of Reporting Person S.S. or I.R.S. Identification No. of Above Person Douglas Granat | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group | |
| | (a) | ¨ |
| | (b) | x |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization U.S. Citizen | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 0 |
| --- | --- |
| 6. | Shared
Voting Power 1,657,941 shares of common stock |
| 7. | Sole
Dispositive Power 0 |
| 8. | Shared
Dispositive Power 1,752,359 shares of common stock |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,752,359 shares of common stock (1) |
| --- | --- |
| 10. | Check
Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) Approximately 6.5% (based on 26,813,787 shares of common stock issued and outstanding as of December 9, 2022 pursuant to (i) The
Hackett Group, Inc. Form 10-Q filed with the SEC on November 9, 2022 less (ii) the number of shares set forth
in Exhibit (a)(5)(E) of The Hackett Group, Inc. Schedule TO filed on December 13, 2022 |
| 12. | Type
of Reporting Person IN/HC |

(1) The Reporting Person disclaims beneficial ownership of the shares reported in this Schedule 13G, except to the extent of his pecuniary interest.

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CUSIP No. 404609109 Schedule 13G Page 4 of 12

| 1. | Name
of Reporting Person S.S. or I.R.S. Identification No. of Above Person Lawrence A. Oberman | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group | |
| | (a) | ¨ |
| | (b) | x |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization U.S. Citizen | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 0 |
| --- | --- |
| 6. | Shared
Voting Power 1,657,941 shares of common stock |
| 7. | Sole
Dispositive Power 0 |
| 8. | Shared
Dispositive Power 1,752,359 shares of common stock |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,752,359 shares of common stock (1) |
| --- | --- |
| 10. | Check
Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) Approximately 6.5% (based on 26,813,787 shares of common stock issued and outstanding as of December 9, 2022 pursuant to (i) The
Hackett Group, Inc. Form 10-Q filed with the SEC on November 9, 2022 less (ii) the number of shares set forth
in Exhibit (a)(5)(E) of The Hackett Group, Inc. Schedule TO filed on December 13, 2022 |
| 12. | Type
of Reporting Person IN/HC |

(1) The Reporting Person disclaims beneficial ownership of the shares reported in this Schedule 13G, except to the extent of his pecuniary interest.

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CUSIP No. 404609109 Schedule 13G Page 5 of 12

| 1. | Name
of Reporting Person S.S. or I.R.S. Identification No. of Above Person Steven G. Simon | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group | |
| | (a) | ¨ |
| | (b) | x |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization U.S. Citizen | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 0 |
| --- | --- |
| 6. | Shared
Voting Power 1,657,941 shares of common stock |
| 7. | Sole
Dispositive Power 0 |
| 8. | Shared
Dispositive Power 1,752,359 shares of common stock |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,752,359 shares of common stock (1) |
| --- | --- |
| 10. | Check
Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) Approximately 6.5% (based on 26,813,787 shares of common stock issued and outstanding as of December 9, 2022 pursuant to (i) The
Hackett Group, Inc. Form 10-Q filed with the SEC on November 9, 2022 less (ii) the number of shares set forth
in Exhibit (a)(5)(E) of The Hackett Group, Inc. Schedule TO filed on December 13, 2022 |
| 12. | Type
of Reporting Person IN/HC |

(1) The Reporting Person disclaims beneficial ownership of the shares reported in this Schedule 13G, except to the extent of his pecuniary interest.

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CUSIP No. 404609109 Schedule 13G Page 6 of 12

| 1. | Name
of Reporting Person S.S. or I.R.S. Identification No. of Above Person Bradley F. Simon | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group | |
| | (a) | ¨ |
| | (b) | x |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization U.S. Citizen | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 0 |
| --- | --- |
| 6. | Shared
Voting Power 1,657,941 shares of common stock |
| 7. | Sole
Dispositive Power 0 |
| 8. | Shared
Dispositive Power 1,752,359 shares of common stock |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,752,359 shares of common stock (1) |
| --- | --- |
| 10. | Check
Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) Approximately 6.5% (based on 26,813,787 shares of common stock issued and outstanding as of December 9, 2022 pursuant to (i) The
Hackett Group, Inc. Form 10-Q filed with the SEC on November 9, 2022 less (ii) the number of shares set forth
in Exhibit (a)(5)(E) of The Hackett Group, Inc. Schedule TO filed on December 13, 2022 |
| 12. | Type
of Reporting Person IN/HC |

(1) The Reporting Person disclaims beneficial ownership of the shares reported in this Schedule 13G, except to the extent of his pecuniary interest.

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CUSIP No. 404609109 Schedule 13G Page 7 of 12

| 1. | Name
of Reporting Person S.S. or I.R.S. Identification No. of Above Person Steven R. Monieson | |
| --- | --- | --- |
| 2. | Check
the Appropriate Box if a Member of a Group | |
| | (a) | ¨ |
| | (b) | x |
| 3. | SEC
Use Only | |
| 4. | Citizenship
or Place of Organization U.S. Citizen | |

| Number
of Shares Beneficially Owned by Each Reporting Person With | Sole
Voting Power 0 |
| --- | --- |
| 6. | Shared
Voting Power 1,657,941 shares of common stock |
| 7. | Sole
Dispositive Power 0 |
| 8. | Shared
Dispositive Power 1,752,359 shares of common stock |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,752,359 shares of common stock (1) |
| --- | --- |
| 10. | Check
Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ |
| 11. | Percent
of Class Represented by Amount in Row (9) Approximately 6.5% (based on 26,813,787 shares of common stock issued and outstanding as of December 9, 2022 pursuant to (i) The
Hackett Group, Inc. Form 10-Q filed with the SEC on November 9, 2022 less (ii) the number of shares set forth
in Exhibit (a)(5)(E) of The Hackett Group, Inc. Schedule TO filed on December 13, 2022 |
| 12. | Type
of Reporting Person IN/HC |

(1) The Reporting Person disclaims beneficial ownership of the shares reported in this Schedule 13G, except to the extent of his pecuniary interest.

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CUSIP No. 404609109 Schedule 13G Page 8 of 12

| Item
1(a) | Name
of Issuer: The Hackett Group, Inc. |
| --- | --- |
| Item
1(b) | Address of Issuer’s Principal Executive Offices: 1001 Brickell Bay Drive, Suite 3000 Miami, Florida 33131 |
| Item
2(a) | Name
of Person Filing See Item 2(c) |
| Item
2(b) | Address
of Principal Business Office See Item 2(c) |
| Item
2(c) | Citizenship Trigran Investments, Inc. 630 Dundee Road, Suite 230 Northbrook, IL 60062 Illinois corporation Douglas Granat 630 Dundee Road, Suite 230 Northbrook, IL 60062 U.S. Citizen Lawrence A. Oberman 630 Dundee Road, Suite 230 Northbrook, IL 60062 U.S. Citizen Steven G. Simon 630 Dundee Road, Suite 230 Northbrook, IL 60062 U.S. Citizen Bradley F. Simon 630 Dundee Road, Suite 230 Northbrook, Illinois 60062 U.S. Citizen Steven R. Monieson 630 Dundee Road, Suite 230 Northbrook, Illinois 60062 U.S. Citizen |
| Item
2(d) | Title
of Class of Securities: Common Stock, par value of $0.001 per share |
| Item 2(e) | CUSIP
Number: 404609109 |

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CUSIP No. 404609109 Schedule 13G Page 9 of 12

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:

| (a) | ¨ | Broker or dealer registered
under section 15 of the Exchange Act; |
| --- | --- | --- |
| (b) | ¨ | Bank as defined in section 3(a)(6) of
the Exchange Act; |
| (c) | ¨ | Insurance company as defined in
section 3(a)(19) of the Exchange Act; |
| (d) | ¨ | Investment
company registered under section 8 of the Investment Company Act; |
| (e) | x | An investment
adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
| (f) | ¨ | An employee
benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
| (g) | x | A parent
holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
| (h) | ¨ | A savings
association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
| (i) | ¨ | A church
plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act; |
| (j) | ¨ | A non-U.S. institution in accordance
with Rule 13d–1(b)(1)(ii)(J); |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Rule 13d–1(b)(1)(ii)(J), please specify the type of institution:_______ |

Ownership:(2)
(a)	Amount beneficially owned: Incorporated by reference to Item 9 of the cover page pertaining
to each reporting person.
(b)	Percent of class: Incorporated by reference to Item 11 of the cover page pertaining
to each reporting person.
(c)	Number of shares as to which such person has:
	(i)	Sole power to vote or to direct the vote: Incorporated by reference to Item 5 of the cover page pertaining
to each reporting person.
	(ii)	Shared power to vote or to direct the vote: Incorporated by reference to Item 6 of the cover page pertaining
to each reporting person.
	(iii)	Sole power to dispose or to direct the disposition of: Incorporated by reference to Item 7 of the cover page pertaining
to each reporting person.
	(iv)	Shared power to dispose or to direct the disposition of: Incorporated by reference to Item 8 of the cover page pertaining
to each reporting person.

(2) Douglas Granat, Lawrence A. Oberman, Steven G. Simon, Bradley F. Simon, and Steven R. Monieson are the controlling shareholders and officers of Trigran Investments, Inc. and thus may be considered the beneficial owners of shares beneficially owned by Trigran Investments, Inc.

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CUSIP No. 404609109 Schedule 13G Page 10 of 12

| Item 5 | Ownership of Five Percent or
Less of a Class: |
| --- | --- |
| | Not Applicable. |
| Item 6 | Ownership of More than Five
Percent on Behalf of Another Person: |
| Owners
of accounts managed by Trigran Investments, Inc. have or may have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, securities held in their accounts. No such account has such power with respect
to more than five percent of the class of securities to which this Schedule 13G relates. | |
| Item 7 | Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: |
| | Not Applicable. |
| Item 8 | Identification and Classification
of Members of the Group: |
| | Not Applicable. |
| Item 9 | Notice of Dissolution of Group: |
| | Not Applicable. |
| Item 10 | Certification: |
| By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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. | |

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CUSIP No. 404609109 Schedule 13G Page 11 of 12

After reasonable inquiry and to the best of its knowledge and belief, the undersigned Reporting Persons certify that the information set forth in this statement is true, complete, and correct.

Date: February 10, 2023

TRIGRAN INVESTMENTS, INC.
By:	/s/ Lawrence A. Oberman
Name:	Lawrence A. Oberman
Title:	Executive Vice President
/s/ Douglas Granat
Douglas Granat
/s/ Lawrence A. Oberman
Lawrence A. Oberman
/s/ Steven G. Simon
Steven G. Simon
/s/ Bradley F. Simon
Bradley F. Simon
/s/ Steven R. Monieson
Steven R. Monieson

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CUSIP No. 404609109 Schedule 13G Page 12 of 12

INDEX TO EXHIBITS

	PAGE
EXHIBIT 1: Agreement
to Make a Joint Filing	1

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