SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(AMENDMENT NO. 1 )*
CULP, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
230215105
(CUSIP Number)
April 30, 2024
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| [x] | Rule 13d-1(b) |
| [ ] | Rule 13d-1(c) |
| [ ] | Rule 13d-1(d) |
| * | 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. |
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 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).
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CUSIP NO. 230215105 |
13G | Page 2 of 7 Pages |
| 1 |
NAMES OF REPORTING PERSONS S.S. OR
Gate City Capital Management, LLC |
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| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ] (b) [ ] | ||
| 3 |
SEC USE ONLY
|
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| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois |
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|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
695,905 |
||
| 6 |
SHARED VOTING POWER
0 |
|||
| 7 |
SOLE DISPOSITIVE POWER
1,301,545 |
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| 8 |
SHARED DISPOSITIVE POWER
0 |
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| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,301,545 |
|||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
[ ]
| ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.4% |
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| 12 |
TYPE OF REPORTING PERSON
IA |
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CUSIP NO. 230215105 |
13G | Page 3 of 7 Pages |
| 1 |
NAMES OF REPORTING PERSONS S.S. OR
Michael Melby |
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| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [ ] (b) [ ] | ||
| 3 |
SEC USE ONLY
|
|||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
|||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
695,905 |
||
| 6 |
SHARED VOTING POWER
0 |
|||
| 7 |
SOLE DISPOSITIVE POWER
1,301,545 |
|||
| 8 |
SHARED DISPOSITIVE POWER
0 |
|||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,301,545 |
|||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
|
[ ]
| ||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.4% |
|||
| 12 |
TYPE OF REPORTING PERSON
IN |
|||
|
CUSIP NO. 230215105 |
13G | Page 4 of 7 Pages |
This Schedule 13G (this "Schedule 13G") is being filed on behalf of Gate City Capital Management, LLC, an Illinois limited liability company (the "Management Company") and Michael Melby. Mr. Melby serves as the managing member of the Management Company. The Management Company serves as an adviser to certain private investment funds and managed accounts (the "Funds"). This Schedule 13G relates to Common Shares (the "Common Shares") of Culp, Inc. (the "Issuer") held by the Funds.
| Item 1. | (a) | Name of Issuer: |
Culp, Inc.
| (b) | Address of Issuer’s Principal Executive Offices: |
1823 Eastchester Drive, High Point, NC 27265
| Item 2. | (a) | Name of Person Filing: |
Gate City Capital Management, LLC
| (b) | Address of Principal Business Office or, if None, Residence: |
8725 W. Higgins Road, Suite 530, Chicago, IL 60631
| (c) | Citizenship: |
United States
| (d) | Title of Class of Securities: |
Common Stock
| (e) | CUSIP Number: |
230215105
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
| (a) | [ ] | Broker or dealer registered under Section 15 of the Exchange Act. |
| (b) | [ ] | Bank as defined in Section 3(a)(6) of the Exchange Act. |
| (c) | [ ] | Insurance company as defined in Section 3(a)(19) of the Exchange Act. |
| (d) | [ ] | Investment company registered under Section 8 of the Investment Company Act. |
| (e) | [x] | 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; |
| (i) | [ ] | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; |
| (j) | [ ] | Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
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CUSIP NO. 230215105 |
13G | Page 5 of 7 Pages |
| Item 4. | Ownership. |
| 1. | Gate City Capital Management, LLC |
| (a) | Amount beneficially owned: | 1,301,545 | |
| (b) | Percent of class: | 10.4% | |
| (c) | Number of shares as to which the person has: | ||
| (i) | Sole power to vote or to direct the vote: | 695,905 | |
| (ii) | Shared power to vote or to direct the vote: | 0 | |
| (iii) | Sole power to dispose or to direct the disposition of: | 1,301,545 | |
| (iv) | Shared power to dispose or to direct the disposition of: | 0 | |
| 2. | Michael Melby |
| (a) | Amount beneficially owned: | 1,301,545 | |
| (b) | Percent of class: | 10.4% | |
| (c) | Number of shares as to which the person has: | ||
| (i) | Sole power to vote or to direct the vote: | 695,905 | |
| (ii) | Shared power to vote or to direct the vote: | 0 | |
| (iii) | Sole power to dispose or to direct the disposition of: | 1,301,545 | |
| (iv) | Shared power to dispose or to direct the disposition of: | 0 | |
| Item 5. | Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]