Amendment: SEC Form SC 13G/A filed by Mitek Systems Inc.
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☒
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Rule 13d-1(b)
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☐
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Rule 13d-1(c)
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☐
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Rule 13d-1(d)
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CUSIP No. 606710200
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SCHEDULE 13G
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1
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NAME OF REPORTING PERSONS.
Blue Grotto Capital, LLC
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
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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
Delaware
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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
2,070,000
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6
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Shared Voting Power
0
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7
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Sole Dispositive Power
2,070,000
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8
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Shared Dispositive Power
0
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,070,000
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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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11
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Percent of Class Represented by Amount in Row (9)
4.5% (1)
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12
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Type of Reporting Person (See Instructions)
IA, OO
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CUSIP No. 606710200
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SCHEDULE 13G
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1
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NAME OF REPORTING PERSONS.
Benjamin M. Gordon
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [X]
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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
United States
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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
2,070,000
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6
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Shared Voting Power
0
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7
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Sole Dispositive Power
2,070,000
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8
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Shared Dispositive Power
0
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,070,000
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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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11
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Percent of Class Represented by Amount in Row (9)
4.5% (1)
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12
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Type of Reporting Person (See Instructions)
HC, IN
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Item 3. |
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
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(a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78c). |
(b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
(c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
(d) | ☐ | Investment company registered under section 8 of the Investment Company Act (15 U.S.C. 80a-8). |
(e) | ☒ | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
(f) | ☐ | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). |
(g) | ☒ | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). |
(h) | ☐ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). |
(i) | ☐ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). |
(j) | ☐ | A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J). |
(k) | ☐ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
Item 4. |
Ownership
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(a) |
Amount beneficially owned:
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(b) |
Percent of class:
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(c) |
Number of shares to which the person has:
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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 on Behalf 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 or Control Person.
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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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BLUE GROTTO CAPITAL, LLC
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By:
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/s/ Benjamin M. Gordon
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Name: Benjamin M. Gordon
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Title: Managing Member
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/s/ Benjamin M. Gordon
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BENJAMIN M. GORDON
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