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).
CUSIP
No. 872386107 |
13D |
Page
2 of 5 Pages |
1 |
NAME OF REPORTING PERSONS
Robert B. Barnhill, Jr.
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
¨
(b) ¨
|
3 |
SEC USE ONLY
|
4 |
SOURCE OF FUNDS*
OO
|
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) OR 2(e)
¨ |
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
NUMBER OF
SHARES
BENEFICIALLY OWNED BY
EACH REPORTING
PERSON WITH |
7 |
SOLE VOTING POWER
1,463,136 |
8 |
SHARED VOTING POWER
124,750 |
9 |
SOLE DISPOSITIVE POWER
1,463,136 |
10 |
SHARED DISPOSITIVE POWER
124,750 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,587,886 |
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
¨ |
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17.2% |
14 |
TYPE OF REPORTING PERSON*
IN |
SCHEDULE 13D/A
Explanatory Note
This Amendment No. 15 amends, supplements and
to the extent inconsistent with, supersedes the Schedule 13D filed on February 15, 2007, as amended by Amendment No. 1 filed
on February 18, 2009, Amendment No. 2 filed on February 24, 2012, Amendment No. 3 filed on August 26, 2016, Amendment No.
4 filed on March 20, 2020, Amendment No. 5 filed on July 22, 2020, Amendment No. 6 filed on August 3, 2020, Amendment No. 7 filed on September
25, 2020, Amendment No. 8 filed on October 20, 2020, Amendment No. 9 filed on October 30, 2020, Amendment No. 10 filed on November 6,
2020, Amendment No. 11 filed on November 17, 2020, Amendment No. 12 filed on December 4, 2020, Amendment No. 13 filed on December 14,
2020 and Amendment No. 14 filed on July 23, 2021 (as amended, the “Schedule 13D”) by Mr. Robert B. Barnhill, Jr. (the
“Reporting Person”).
| Item 4. | Purpose of Transaction. |
Item 4 is hereby amended and supplemented as follows:
Subject to market conditions, the Reporting Person
may sell up to 90,000 Shares on the open market (including the sales reported on Item 5(c) of this Amendment No. 15).
The Reporting Person may purchase or dispose of
additional Shares from time to time and may engage in discussions with the Issuer’s Board and management, the Issuer’s other
shareholders, potential investors in the Issuer and/or other parties regarding, or take actions concerning, the Issuer’s business,
operations, governance, management, strategy, capitalization and/or Board composition. These discussions and/or actions will relate to,
and may result in, any matter set forth in paragraphs (a) through (j) of Item 4 of Schedule 13D, including strategic transactions potentially
impacting ownership and control of the Issuer.
| Item 5. | Interest in Securities
of the Issuer. |
Item 5 of the Schedule 13D is hereby deleted in
its entirety and substituted by the following:
The information set forth in
rows 7 through 13 of the cover page to this Amendment No. 14 to Schedule 13D is incorporated by reference. The percentage set forth in
row 13 is based on 9,249,704 outstanding Shares as of April 11, 2023, as reported in the Issuer’s Current Report on Form 8-K filed
on April 12, 2023.
(a) The Reporting Person is
the beneficial owner of 1,587,886 Shares, including 218,250 Shares owned by two limited liability companies beneficially owned by the
Reporting Person’s children but of which the Reporting Person is the sole manager, 67,500 Shares held by the Reporting Person’s
spouse, 26,500 Shares held by a private charitable foundation of which the Reporting Person and his spouse are the sole directors, and
30,750 shares held by a trust for the benefit of the Reporting Person’s child of which the Reporting Person is one of two trustees.
A portion of the 1,244,886 Shares held by the Reporting Person have been transferred to a revocable trust created by the Reporting Person
for estate planning purposes and of which the Reporting Person is the sole trustee.
(b) (i)
The Reporting Person has sole power to vote 1,463,136 Shares, including 218,250 Shares owned by two limited liability companies beneficially
owned by the Reporting Person’s children but of which the Reporting Person is the sole manager.
(ii) The Reporting Person shares
power to vote 124,750 Shares, including 67,500 Shares held by the Reporting Person’s spouse, 26,500 Shares held by a private charitable
foundation of which the Reporting Person and his spouse are the sole directors, and 30,750 shares held by a trust for the benefit of the
Reporting Person’s child of which the Reporting Person is one of two trustees.
(iii) The Reporting Person has
sole power to dispose of 1,463,136 Shares, including 218,250 Shares owned by two limited liability companies beneficially owned by the
Reporting Person’s children but of which the Reporting Person is the sole manager.
(iv) The Reporting Person shares
power to dispose of 124,750 Shares, including 67,500 Shares held by the Reporting Person’s spouse, 26,500 Shares held by a private
charitable foundation of which the Reporting Person and his spouse are the sole directors, and 30,750 shares held by a trust for the benefit
of the Reporting Person’s child of which the Reporting Person is one of two trustees.
(c) The Reporting Person has
affected the following transactions in the Common Stock during the past sixty days:
| · | On April 12, 2023, Reporting Person sold 15,000 shares in an open market sale for the average price of
$8.77 per share. |
(d) The charitable foundation
has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of (the “Economic Rights”),
the 26,500 Shares held by the charitable foundation. The Reporting Person’s spouse, in addition to the Reporting Person, has Economic
Rights with respect to the 67,500 Shares held directly by the Reporting Person’s spouse. The Reporting Person’s children have
Economic Rights with respect to the 218,250 Shares owned by the two limited liability companies and the 30,750 Shares owned by the trust.
(e) Not applicable.
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: April 20, 2023
|
/s/ Robert B. Barnhill, Jr. |