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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)
|
TRANSACT TECHNOLOGIES INC (Name of Issuer) |
Common Stock, par value $0.01 par value (Title of Class of Securities) |
892918103 (CUSIP Number) |
Bryant R. Riley B. Riley Financial, Inc., 11100 Santa Monica Boulevard, Suite 800 Los Angeles, CA, 90025 (818) 884-3737 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/02/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
|
| CUSIP No. | 892918103 |
| 1 |
Name of reporting person
B. Riley Financial, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
600,010.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
HC |
Comment for Type of Reporting Person:
Percent of class is calculated based on 10,092,326 shares of common stock, par value $0.01 (the "Common Stock"), of TransAct Technologies, Inc. (the "Issuer") outstanding as of July 31, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the U.S. Securities and Exchange Commission (the "SEC") on August 12, 2025 (the "10-Q").
SCHEDULE 13D
|
| CUSIP No. | 892918103 |
| 1 |
Name of reporting person
BRF Investments, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
500,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Percent of class is calculated based on 10,092,326 shares of Common Stock of the Issuer outstanding as of July 31, 2025, as reported by the Issuer in the 10-Q.
SCHEDULE 13D
|
| CUSIP No. | 892918103 |
| 1 |
Name of reporting person
B. Riley Securities, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
100,010.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
1.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
BD |
Comment for Type of Reporting Person:
Percent of class is calculated based on 10,092,326 shares of Common Stock of the Issuer outstanding as of July 31, 2025, as reported by the Issuer in the 10-Q.
SCHEDULE 13D
|
| CUSIP No. | 892918103 |
| 1 |
Name of reporting person
Bryant R. Riley | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
600,010.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Percent of class is calculated based on 10,092,326 shares of Common Stock of the Issuer outstanding as of July 31, 2025, as reported by the Issuer in the 10-Q.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.01 par value | |
| (b) | Name of Issuer:
TRANSACT TECHNOLOGIES INC | |
| (c) | Address of Issuer's Principal Executive Offices:
One Hamden Center, 2319 WHITNEY AVENUE, SUITE 3B, Hamden,
CONNECTICUT
, 06518. | |
Item 1 Comment:
This Amendment No. 6 amends and supplements the Schedule 13D filed with the U.S. Securities and Exchange Commission (the "SEC") on April 6, 2022, as amended by Amendment No. 1 filed with the SEC on April 14, 2022, as amended by Amendment No. 2 filed with the SEC on May 13, 2022, as amended by Amendment No. 3 filed with the SEC on October 11, 2022, as amended by Amendment No. 4 filed with the SEC on November 14, 2024, and as amended by Amendment No. 5 filed with the SEC on April 2, 2025 (as so amended, the "Schedule 13D"), relating to the Common Stock, par value $0.01 per share (the "Common Stock"), of TransAct Technologies, Inc., a Delaware corporation (the "Issuer" or "Company"). Except as set forth herein, the Schedule 13D is unmodified and remains in full force and effect. Each capitalized term used but not defined herein has the meaning ascribed to such term in the Schedule 13D. | ||
| Item 2. | Identity and Background | |
| (a) | 1. B. Riley Financial, Inc. ("BRF");
2. B. Riley Securities, Inc. ("BRS");
3. BRH Investments, LLC ("BRFI"); and
4. Bryant R. Riley | |
| (b) | 11100 Santa Monica Blvd., Suite 800, Los Angeles, California 90025. | |
| (c) | The principal business of BRF is serving as a holding company. Set forth on Schedule A annexed hereto ("Schedule A") is the name and present principal business, occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted, and the citizenship of the executive officers and directors of BRF. To the best of BRF's knowledge, except as otherwise set forth herein, none of the persons listed on Schedule A beneficially owns any securities of the Issuer or is a party to any contract, agreement, or understanding required to be disclosed herein.
The principal business of BRS is serving as a broker dealer.
The principal business of BRFI is investing in securities.
Bryant R. Riley, an individual, is the Co-Chief Executive Officer and Chairman of the Board of Directors of BRF. | |
| (d) | During the last five years, none of the Reporting Persons nor any person listed on Schedule A have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). | |
| (e) | During the last five years, none of the Reporting Persons nor any person listed on Schedule A have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. | |
| (f) | Delaware, United States of America. | |
| Item 5. | Interest in Securities of the Issuer | |
| (a) | 1. As of the date hereof, BRFI beneficially owned directly 500,000 shares of Common Stock, representing 5.0% of the Issuer's Common Stock. BRF is the parent company of BRFI. As a result, BRF may be deemed to indirectly beneficially own the Shares held by BRFI.
2. As of the date hereof, BRS beneficially owned directly 100,010 shares of Common Stock, representing 1.0% of the Issuer's Common Stock. BRF may be deemed to indirectly beneficially own the Shares held by BRS.
3. Bryant R. Riley may beneficially own 600,010 shares of Common Stock, representing 5.9% of the Issuer's Common Stock outstanding and held directly by BRFI and BRS in the manner specified in paragraphs (1) and (2) above. Bryant R. Riley disclaims beneficial ownership of the shares held by BRFI and BRS except to the extent of his pecuniary interest therein. | |
| (b) | The information contained on the cover pages to this Amendment is incorporated by reference herein. | |
| (c) | Except for the transactions described in Schedule B of this Amendment, the Reporting Persons have not engaged in any transaction during the past 60 days involving the Common Stock of the Issuer. | |
| (d) | None. | |
| Item 7. | Material to be Filed as Exhibits. | |
Schedule A Executive Officers and Directors of B. Riley Financial, Inc.
Schedule B Transactions within the Past 60 Days of BRF Investments, LLC | ||
| 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.
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