PDEX.NASDAQPro Dex INC

SCHEDULE 13D/A: Farnam Group Amends Pro-Dex Inc. Stake, Discloses Recent Share Sales

Sentiment:

Schedule 13D Amendment


Farnam Street Partners and its affiliates have filed an amended Schedule 13D, revealing a reduced beneficial ownership of Pro-Dex Inc. common stock to 8.6% following a series of open market sales.

Worse than expectedThe Farnam Group, a significant beneficial owner of Pro-Dex Inc., has reduced its stake by selling 39,865 shares in the open market.This reduction in ownership by a group that includes a company director (Raymond E. Cabillot) could be interpreted as a less favorable outlook or a strategic divestment by the investor.

Summary

  • Farnam Street Partners, L.P., Farnam Street Capital, Inc., Raymond E. Cabillot, and Peter O. Haeg (the "Farnam Group") filed an Amendment No. 13 to their Schedule 13D for Pro-Dex Inc.
  • The Farnam Group collectively beneficially owns 279,787 shares of Pro-Dex Inc. common stock, representing approximately 8.6% of the outstanding shares.
  • Raymond E. Cabillot, individually, also beneficially owns an additional 6,000 shares from exercisable options, bringing his total beneficial ownership to 285,787 shares, or 8.8%.
  • The percentage ownership is calculated based on 3,261,043 shares of common stock reported outstanding as of January 28, 2025.
  • Since January 29, 2025, Farnam Fund has sold a total of 39,865 shares in open market transactions at prices ranging from $45.00 to $51.23 per share.
  • The shares were originally acquired for investment purposes in the ordinary course of business.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to a significant shareholder group, which includes a company director, reducing their stake in the company through open market sales. While the stated purpose is 'investment purposes in the ordinary course of business,' a reduction in ownership by a large holder can be perceived as a lack of conviction or a strategic shift, which might concern other investors.

Negatives

  • The Farnam Group, a significant shareholder that includes a director of Pro-Dex Inc., has reduced its stake in the company by selling 39,865 shares in the open market since January 29, 2025.

Future Outlook

The reporting persons state that they may, from time to time, purchase additional shares of the Company's stock or dispose of all or some of the shares, and may review or reconsider their positions and formulate plans or proposals with respect thereto.

Industry Context

NA

Related Party Transactions

  • Farnam Capital is entitled to an allocation of a portion of profits and a management fee based upon a percentage of total capital from Farnam Fund.
  • Messrs. Cabillot and Haeg are indemnified by Farnam Fund and Farnam Capital for liabilities they may incur in connection with their respective duties for the Farnam Group.
  • Raymond E. Cabillot received 6,000 shares of Common Stock issuable upon the exercise of options, granted for his service on the Board of Directors of the Issuer.

Stakeholder Impact

  • Shareholders: The reduction in stake by a significant investor group, which includes a company director, could lead to concerns about the company's future prospects or the investor's confidence, potentially influencing share price.

Next Steps

  • Farnam Capital may from time to time purchase additional shares of Pro-Dex Inc. stock or dispose of all or some of the shares.
  • The reporting persons may, at any time and from time to time, review or reconsider their positions and formulate plans or proposals with respect to their holdings.

Key Dates

DateDescription
1998-01Farnam Fund was organized as a Minnesota Limited Partnership.
2012-11-28Original Schedule 13D filed, including the Agreement to file jointly.
2024-12-31End of quarter for which Issuer's Form 10-Q reported shares outstanding.
2025-01-28Date as of which 3,261,043 shares of Issuer's Common Stock were reported outstanding.
2025-01-29Filing date of Amendment 12 to Schedule 13D, and start date for reported transactions.
2025-01-30Sale of 1,100 shares at a weighted average price of $45.01.
2025-03-10Sale of 7,674 shares at $45.00.
2025-03-11Sale of 5,132 shares at a weighted average price of $45.06.
2025-03-14Sale of 5,151 shares at $50.00.
2025-03-19Sale of 1,000 shares at $50.00.
2025-03-20Sale of 1,001 shares at $50.00.
2025-03-24Sale of 2,784 shares at a weighted average price of $50.00.
2025-03-25Date of event requiring filing; sales of 12,475 shares at a weighted average price of $50.25 and 452 shares at a weighted average price of $51.08.
2025-03-26Sale of 3,096 shares at a weighted average price of $50.13.
2025-03-27Filing date of this Schedule 13D Amendment No. 13.

Recommendation

hold

Keywords

Pro-Dex Inc., PDEX, Schedule 13D, Beneficial Ownership, Share Sales, Farnam Street Partners, Institutional Investor, SEC Filing, Common Stock

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