Sec Form 3 Filing - Herr Brian @ Summit Semiconductor Inc. - 2018-07-27

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Herr Brian
2. Issuer Name and Ticker or Trading Symbol
Summit Semiconductor Inc. [ WISA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O SUMMIT SEMICONDUCTOR, INC., 6840 VIA DEL ORO STE. 280
3. Date of Earliest Transaction (MM/DD/YY)
07/27/2018
(Street)
SAN JOSE, CA95119
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 1,970,348 I See footnote ( 1 )
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
Warrant (Right to Buy) $ 3.6 ( 2 ) 11/30/2023 Common Stock 222,222 I See footnote ( 1 )
Warrant (Right to Buy) $ 3 ( 2 ) 04/20/2023 Common Stock 92,600 I See footnote ( 1 )
Warrant (Right to Buy) $ 3 ( 2 ) 06/14/2023 Common Stock 18,520 I See footnote ( 1 )
Warrant (Right to Buy) $ 3 ( 2 ) 06/25/2023 Common Stock 69,450 I See footnote ( 1 )
Warrant (Right to Buy) $ 3 ( 2 ) 06/28/2023 Common Stock 541,668 I See footnote ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Herr Brian
C/O SUMMIT SEMICONDUCTOR, INC.
6840 VIA DEL ORO STE. 280
SAN JOSE, CA95119
X
Signatures
/s/ Brian Herr 07/27/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities of Summit Semiconductor, Inc. (the "Company") are held in equal portions by Medalist Partners Harvest Master Fund, Ltd. and Medalist Partners Opportunity Master Fund A, L.P. (together, the "Medalist Funds"), each of which is managed by Medalist Partners LP ("Medalist"). Brian Herr is an employee of Medalist and/or one of its affiliates, is a co-portfolio manager for each of the Medalist Funds and is a member of the board of directors of the Company. Mr. Herr does not individually hold or otherwise beneficially own any of these securities. Each of the Medalist Funds has delegated to Medalist, and to Mr. Herr as a co-portfolio manager for each of the Medalist Funds, the power to vote and the power to direct the disposition of these securities held by the Medalist Funds. Mr. Herr disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein
( 2 )These warrants are currently exercisable but contain a provision prohibiting exercise to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of the Company's common stock outstanding immediately after giving effect to such exercise, subject to increase or decrease upon prior written notice to the Company, in the case of any increase, of not less than 61 days

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