Page 1 of 6 Pages
CUSIP No. 44157R109
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Page 2 of Pages 6
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1
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
WS Management, LLLP
59-2844344
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
☐
(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
Florida
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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
8,586,297
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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
8,586,297
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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
8,586,297
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
£
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.95%
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12
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TYPE OF REPORTING PERSON*
PN
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(Continued on following page(s))
Page 2 of 6
CUSIP No. 44157R109
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Page 3 of Pages 6
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Item 1(a)
.
Name of Issuer
:
HOUGHTON MIFFLIN HARCOURT COMPANY
Item 1(b)
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Address of Issuer’s Principal Executive
Offices
:
125 High Street
Boston, MA 02110
Item 2(a)
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Name of Person Filing
:
WS Management, LLLP
Item 2(b)
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Address of Principal Business Office or, if none, Residence
:
4306 Pablo Oaks Court
Jacksonville, FL 32224
Item 2(c)
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Citizenship
:
Florida
Item 2(d)
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Title of Class or Securities
:
Common Stock
Item 2(e)
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CUSIP Number
:
44157R109
Item 3
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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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☐
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o)
☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)
☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
☐ Investment company registered under section 8 of the Investment Company Act
of 1940 (15 U.S.C. 80a-8).
☐ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E).
☐ An employee benefit plan or endowment fund in accordance with § 240.13d-
1(b)(1)(ii)(G)
☐ A parent holding company or control person in accordance with § 240.13d-
1(b)(1)(ii)(G)
CUSIP No. 44157R109
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Page 4 of Pages 6
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☐ A savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
☐ 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);
☐
A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
☐ Group, in accordance with § 240.13d-1(b)(1)(ii)(J).
Item 4
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Ownership
.
(a)
Amount Beneficially Owned:
8,586,297
shares
(b)
Percent of Class:
6.95%
(c)
Number of shares as to which such person has:
(i)
sole power to vote or to direct the vote:
8,586,297
(ii)
shared power to vote or to direct the vote:
0
(iii)
sole power to dispose or to direct the disposition of:
8,586,297
(iv)
shared power to dispose or to direct the disposition of:
0
CUSIP No. 44157R109
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Page 5 of Pages 6
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Item 5
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Ownership of Five Percent or Less of
a Class
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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:
£
Item 6
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Ownership of More than Five Percent
on Behalf of Another Person
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Inapplicable
Item 7
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the
Parent Holding Company
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Inapplicable
Item 8
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Identification and Classification of
Members of the Group
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Inapplicable
Item 9
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Notice of Dissolution of Group
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Inapplicable
Item 10
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Certification
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By signing below I certify that, to the best of my knowledge and belief, the securities referred
to above 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, other than activities solely in connection with a nomination under Section 240.14a-11.
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.
February 14, 2019
Date
WS MANAGEMENT, LLLP
By:
/s/ Gilchrist B. Berg
Gilchrist B. Berg
General Partner