UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D/A

 

Information to be Included in Statements Filed Pursuant to

Rule 13d-11(a) and Amendments Thereto Filed Pursuant to Rule 13d-2(a)

 

Securities Exchange Act of 1934
(Amendment No. 4)

 

(Name of Issuer)

 

(Title of Class of Securities)

 

(CUSIP Number)

 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 for other parties to whom copies are to be sent.

* 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 in 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. 53634X100						13D
	1.	Names of Reporting Persons. Barney D. Visser
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	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)     o
	6.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-
			8.	Shared Voting Power 39,270,589
			9.	Sole Dispositive Power -0-
			10.	Shared Dispositive Power 39,270,589
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 39,270,589
	12.	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 8.0%
	14.	Type of Reporting Person (See Instructions) IN

 

2

 

CUSIP No. 53634X100						13D
	1.	Names of Reporting Persons. Furniture Row, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	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)     o
	6.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-
			8.	Shared Voting Power 39,270,589
			9.	Sole Dispositive Power -0-
			10.	Shared Dispositive Power 39,270,589
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 39,270,589
	12.	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 8.0%
	14.	Type of Reporting Person (See Instructions) CO

 

3

 

CUSIP No. 53634X100						13D
	1.	Names of Reporting Persons. Visser Precision Cast, LLC
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	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)     o
	6.	Citizenship or Place of Organization USA
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-
			8.	Shared Voting Power 39,270,589
			9.	Sole Dispositive Power -0-
			10.	Shared Dispositive Power 39,270,589
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 39,270,589
	12.	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o
	13.	Percent of Class Represented by Amount in Row (11) 8.0%
	14.	Type of Reporting Person (See Instructions) CO

 

4

 

CUSIP No: 53634X100

13D

 

Item 1.                                 Security and Issuer

 

This Amendment No. 4 amends the Schedule 13D originally filed by the Reporting Persons on August 25, 2010, as previously amended on June 7, 2012, June 29, 2012 and February 27, 2015, with respect to the Common Stock, $0.001 par value per share (the “Common Stock”), of LiquidMetal Technologies, Inc. (the “Issuer”).

 

For purposes of the original 13D and Amendments 1, 2 and 3 thereto, the Reporting Persons were Norden, LLC (“Norden”), Visser Precision Cast, LLC (“VPC”), Furniture Row, LLC (“Furniture Row”) and Barney D. Visser.  Norden no longer owns any shares of Common Stock, and it is not acting together with the Reporting Persons to acquire, hold, vote or dispose of Common Stock.  As a result, Norden is not a Reporting Person for purposes of this Amendment No. 4.

 

Except as set forth herein, disclosure in Amendment No. 3 to the Schedule 13D is unchanged.

 

Item 2.                                 Identity and Background

 

No material change.

 

Item 3.                                 Source and Amount of Funds or Other Consideration

 

No material change.

 

Item 4.                                 Purpose of Transaction

 

No material change.

 

Item 5.                                 Interest in Securities of the Issuer

 

Item 5 is hereby amended to provide as follows:

 

During the past 60 days, the Reporting Persons effected the following transactions in the Common Stock:

 

On October 2, 2015, VPC sold 500,000 shares of Common Stock at a weighted average price of $0.0946 per share (exclusive of any fees or commissions) in market transactions.  Actual prices ranged from $0.094 to $0.098 per share; and

 

On October 5, 2015, VPC sold 320,000 shares of Common Stock at a weighted average price of $0.0948 per share (exclusive of any fees or commissions) in market transactions.  Actual prices ranged from $0.094 to $0.098 per share.

 

The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer or the Staff of the SEC, upon request, information regarding the number shares sold at each price within ranges set forth above.

 

After giving effect to such sales, the Reporting Persons’ beneficial ownership of Common Stock is as follows:

 

VPC is the direct owner of 20,410,144 shares of Common Stock and the direct owner of a Warrant that, after giving effect to anti-dilution adjustments made through June 30, 2015, may be exercised to purchase 18,860,445 shares of Common Stock (the “Warrant Shares”).  The 20,410,144 shares of Common Stock and the 18,860,445 Warrant Shares represent direct beneficial ownership of approximately 8.0% of the outstanding shares of Common Stock; and

 

5

 

CUSIP No: 53634X100

13D

 

Mr. Visser and Furniture Row control Norden and VPC.  As a result, Mr. Visser and Furniture Row may be deemed to be the indirect beneficial owners of the 20,410,144 shares of Common Stock that are owned by VPC and the 18,860,445 Warrant Shares that are beneficially owned by VPC.  As a result, Mr. Visser and Furniture Row may be deemed to be the indirect beneficial owners of approximately 8.0% of the outstanding shares of Common Stock.

 

The ownership percentages above are based on the Issuer having a total of 473,149,485 shares of outstanding Common Stock, as disclosed in the Issuer’s Form 10-Q dated August 6, 2015.

 

Item 6.                                 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

No material change.

 

Item 7.                                 Material to Be Filed as Exhibits

 

The Reporting Persons’ Joint Filing Agreement is attached hereto as Exhibit A.

 

6

 

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.

 

Dated: October 6, 2015	BARNEY D. VISSER
	/s/ Gregory A. Ruegsegger
	Gregory A. Ruegsegger, Power of Attorney
	FURNITURE ROW, LLC
	/s/ Gregory A. Ruegsegger
	Gregory A. Ruegsegger, Vice President
	VISSER PRECISION CAST, LLC
	/s/ Gregory A. Ruegsegger
	Gregory A. Ruegsegger, Vice President

 

7

 

EXHIBIT A

JOINT FILING AGREEMENT

 

The undersigned agree that this Amendment No. 4 to Schedule 13D relating to the Common Stock of Liquidmetal Technologies, Inc. shall be filed on behalf of the undersigned.

 

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of October 6, 2015.

 

		BARNEY D. VISSER
	By:	/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Attorney-in-Fact
		Pursuant to Power of Attorney
		FURNITURE ROW, LLC
	By:	/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Vice President
		VISSER PRECISION CAST, LLC
	By:	/s/ Gregory A. Ruegsegger
		Gregory A. Ruegsegger, Vice President

 

8