Sec Form 4 Filing - Nierenberg David @ Houston Wire & Cable CO - 2020-03-16

FORM 4 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 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Nierenberg David 2. Issuer Name and Ticker or Trading Symbol Houston Wire & Cable CO [ HWCC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 19605 NE 8TH STREET 3. Date of Earliest Transaction (MM/DD/YY) 03/16/2020 (Street) CAMAS, WA98607 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 ( 1 ) ( 2 ) 03/16/2020 P 115,050 A $ 2 664,888 I BY D3 FAMILY FUND LP ( 3 ) COMMON STOCK ( 1 ) ( 2 ) 03/16/2020 P 252,800 A $ 2 1,314,254 I BY D3 FAMILY BULLDOG FUND LP ( 3 ) COMMON STOCK ( 1 ) ( 2 ) 03/16/2020 P 31,950 A $ 2 64,216 I BY HAREDALE LTD ( 3 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Nierenberg David 19605 NE 8TH STREET CAMAS, WA98607 X X Nierenberg Investment Management Company, Inc. 19605 NE 8TH ST CAMAS, WA98607 X Signatures /S/CHRISTOPHER M. MICKLAS, ATTORNEY-IN-FACT 03/17/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 4 is filed jointly by David Nierenberg and Nierenberg Investment Management Company, Inc. Solely Mr. Nierenberg is a Director of the Issuer. ( 2 )Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. The filing of this Form 4 shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer he or it does not directly own. ( 3 )NIERENBERG INVESTMENT MANAGEMENT COMPANY ("NIMCO") IS THE SOLE GENERAL PARTNER OF THE D3 FAMILY FUND, LP AND THE D3 FAMILY BULLDOG FUND, LP, AND THE SOLE INVESTMENT MANAGER OF HAREDALE LTD. (COLLECTIVELY, THE "FUNDS"). MR. NIERENBERG IS THE PRESIDENT OF NIMCO. BY VIRTUE OF THESE RELATIONSHIPS, EACH OF THE REPORTING PERSONS MAY BE DEEMED TO BENEFICIALLY OWN THE SECURITIES OWNED DIRECTLY BY THE FUNDS.

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).

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