UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. )*
FARO
TECHNOLOGIES, INC.
(Name
of Issuer)
Common
Stock, $0.001 Par Value
(Title
of Class of Securities)
311642102
(CUSIP
Number)
September
30, 2024
(Date
of Event Which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
☒
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 (“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. 311642102 |
|
(1)
Names of Reporting Persons |
|
|
Harvey
Partners, LLC |
|
(2)
Check the Appropriate Box if a Member of a Group |
(a)
☐ |
|
(b)
☐ |
|
|
(3)
SEC Use Only |
|
(4)
Citizenship or Place of Organization |
|
|
Delaware,
United States |
|
Number
of Shares Beneficially Owned By Each Reporting Person With |
|
(5)
Sole Voting Power: |
1,006,000* |
|
|
(6)
Shared Voting Power: |
0* |
|
|
(7)
Sole Dispositive Power: |
1,006,000* |
|
|
(8)
Shared Dispositive Power: |
0* |
|
(9)
Aggregate Amount Beneficially Owned by Each Reporting Person |
|
1,006,000* |
(10)
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): |
|
☐ |
(11)
Percent of Class Represented by Amount in Row (9) |
|
5.2%* |
(12)
Type of Reporting Person |
|
IA |
*
See Item 4 for additional information.
Item
1(a). Name Of Issuer:
Faro
Technologies, Inc. (the “Company”)
Item
1(b). Address of Issuer’s Principal Executive Offices:
125
Technology Park
Lake
Mary, Florida 32746
Item
2(a). Name of Person Filing:
This
report on Schedule 13G is being filed by Harvey Partners, LLC, a Delaware limited liability company (the “Reporting Person”).
Item
2(b). Address of Principal Business Office or, if None, Residence:
120
White Plains Road
Suite
430
Tarrytown,
NY 10591
Item
2(c). Citizenship:
Harvey
Partners, LLC, a Delaware limited liability company.
Item
2(d). Title of Class of Securities:
Common
Stock, par value $0.001 per share (the “Common Stock”).
Item
2(e). CUSIP No.:
311642102
Item
3. If This Statement Is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the Person Filing is a:
(a) | ☐
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
| |
(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 of 1940 (15 U.S.C
80a–8); |
| |
(e) | ☒
An investment adviser in accordance with § 240.13d–1(b)(1)(ii)(E); |
| |
(f) | ☐
An employee benefit plan or endowment fund in accordance with § 240.13d–1(b)(1)(ii)(F); |
| |
(g) | ☐
A parent holding company or control person in accordance with § 240.13d–1(b)(1)(ii)(G); |
| |
(h) | ☐
A savings associations 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 § 240.13d–1(b)(1)(ii)(J); |
| |
(k) | ☐
Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution
in accordance with § 240.13d–1(b)(1)(ii)(J), please specify the type of institution:
_______ |
Item
4. Ownership:
(a) |
Amount
Beneficially Owned: |
1,006,000* |
(b) |
Percent
of Class: |
5.2%* |
(c) |
Number
of Shares as to which such person has: |
|
|
(i) |
sole
power to vote or to direct the vote: |
1,006,000* |
|
(ii) |
shared
power to vote or to direct the vote: |
0* |
|
(iii) |
sole
power to dispose or to direct the disposition of: |
1,006,000* |
|
(iv) |
shared
power to dispose or to direct the disposition of: |
0* |
*Based
on the information set forth in the Quarterly Report on Form 10-Q of the Company filed with the Securities and Exchange Commission on
August 8, 2024, there were 19,496,573 shares of the Company’s Common Stock outstanding as of August 5, 2024. As of September 30,
2024, Harvey SMidCap Fund, LP, a Delaware limited partnership (“SMidCap Fund”), held 66,019 shares of Common Stock and Harvey
Master Fund, L.P., a Cayman Islands exempted limited partnership (“Master Fund”), held 38,927 shares of Common Stock. The
Reporting Person is the investment manager of SMidCap Fund and Master Fund, and as such, possesses the sole power to vote and the sole
power to direct the disposition of all securities of the Company held by SMidCap Fund and Master Fund. As of September 30, 2024, the
Reporting Person held 901,054 shares of Common Stock in managed accounts. James A. Schwartz and Jeffrey C. Moskowitz, the Managing Members
of the Reporting Person, share voting and investment power with respect to all securities beneficially owned by the Reporting Person.
As a result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Person is deemed to beneficially own 1,006,000 shares
of Common Stock, or 5.16% of the Common Stock deemed issued and outstanding as of September 30, 2024.
As
of September 30, 2024, the Reporting Person is deemed to have sole dispositive authority over 1,006,000 shares of Common Stock and sole
voting authority over 1,006,000 shares of Common Stock.
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 owner of more than
five percent of the class of securities, check the following: [ ]
Item
6. Ownership of More Than Five Percent on Behalf of Another Person:
Not
Applicable.
Item
7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or
Control Person:
Not
Applicable.
Item
8. Identification and Classification of Members of the Group:
Not
Applicable.
Item
9. Notice of Dissolution of Group:
Not
Applicable.
Item
10. Certification:
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in
the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction
having that purpose or effect.
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.
November
14, 2024 |
|
|
|
|
HARVEY
PARTNERS, LLC |
|
|
|
|
|
|
|
By: |
/s/
Jeffrey C. Moskowitz |
|
Name: |
Jeffrey
C. Moskowitz |
|
Title: |
Managing
Member |
|
Attention:
Intentional misstatements or omissions of fact constitute
Federal
criminal violations (See 18 U.S.C. 1001)
Grafico Azioni FARO Technologies (NASDAQ:FARO)
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