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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 the disclosures provided in a prior cover page.
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CUSIP No. 33766Y100
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Page 2 of 5
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1
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NAME OF REPORTING PERSONS
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Rawleigh Hazen Ralls, IV
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
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(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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209,777
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6
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SHARED VOTING POWER
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228,411
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7
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SOLE DISPOSITIVE POWER
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209,777
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8
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SHARED DISPOSITIVE POWER
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228,411
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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438,188
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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6.1% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1) |
This percentage is calculated based upon 7,178,770 shares of the Issuer’s common stock outstanding as of October 31, 2018 as reported in the Issuer’s Quarterly Report on
Form 10-Q (Commission File No. 814-00830) filed with the Securities and Exchange Commission on November 9, 2018.
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CUSIP No. 33766Y100
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Page 3 of 5
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Item 1(a) |
Name of Issuer
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Item 1(b) |
Address of Issuer’s Principal Executive Offices
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Item 2(a) |
Name of Person Filing
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Item 2(b) |
Address of Principal Business Office or, if none, Residence
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Item 2(c) |
Citizenship
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Item 2(d) |
Title of Class of Securities
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Item 2(e) |
CUSIP Number
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Item 4 |
Ownership
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Shares
Held
Directly
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Sole
Voting
Power
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Shared
Voting
Power (1)
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Sole
Dispositive
Power
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Shared
Dispositive
Power (1)
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Beneficial
Ownership
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Percentage
of Class (2)
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Rawleigh Hazen Ralls, IV
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209,777
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209,777
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228,411
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209,777
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228,411
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438,188
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6.1
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%
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(1) |
Includes 40,000 shares held by the Rawleigh Ralls Individual Retirement Account, 162,800 shares held by Lacuna Venture Fund LLLP (“Lacuna Venture”) and 65,611 shares held
by Lacuna Hedge Fund LLLP (“Lacuna Hedge”). Lacuna Ventures GP LLLP (“Lacuna Ventures GP”) is the general partner of Lacuna Venture. Lacuna Hedge GP LLLP (“Lacuna Hedge GP”) is the general partner of Lacuna Hedge. Lacuna, LLC is the
sole general partner of Lacuna Ventures GP and Lacuna Hedge GP. Mr. Ralls is a managing director of Lacuna, LLC and may be deemed to have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the
securities of the Issuer held by Lacuna Venture and Lacuna Hedge but disclaims beneficial ownership thereof except to the extent of his pecuniary interest therein.
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(2) |
This percentage is calculated based upon 7,178,770 shares of the Issuer’s common stock outstanding as of October 31, 2018 as reported in the Issuer’s Quarterly Report on
Form 10-Q (Commission File No. 814-00830) filed with the Securities and Exchange Commission on November 9, 2018.
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CUSIP No. 33766Y100
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Page 4 of 5
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Item 5 |
Ownership of Five Percent or Less of a Class
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Item 6 |
Ownership of More than Five Percent of Another Person
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Item 7 |
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the
Parent Holding Company
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Item 8 |
Identification and Classification of Members of the Group
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Item 9 |
Notice of Dissolution of Group
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Item 10 |
Certification
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/s/ Rawleigh H. Ralls, IV
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Rawleigh H. Ralls, IV, Individually
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