OMB APPROVAL | ||
OMB
Number: 3235-0145
|
||
Expires: February 28, 2009 |
||
Estimated average burden
hours per response ... 10.4 |
||
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
þ Rule 13d-1(b)
o Rule 13d-1(c)
o Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons 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).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
1. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). S Squared Technology, LLC 01-0622776 |
||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
||||
(a) o | |||||
(b) o | |||||
3. | SEC Use Only | ||||
4. | Citizenship or Place of Organization: | ||||
Delaware | |||||
5. | Sole Voting Power: | ||||
Number of | 1,370,800 | ||||
Shares | 6. | Shared Voting Power: | |||
Beneficially | |||||
Owned by | -0- | ||||
Each | 7. | Sole Dispositive Power: | |||
Reporting | |||||
Person | 1,370,800 | ||||
With | 8. | Shared Dispositive Power: | |||
-0- | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: | ||||
1,370,800 | |||||
10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) | ||||
o | |||||
11. | Percent of Class Represented by Amount in Row (11) | ||||
7.15% | |||||
12. | Type of Reporting Person (See Instructions) | ||||
IA |
2
1. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Seymour L. Goldblatt |
||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
||||
(a) o | |||||
(b) o | |||||
3. | SEC Use Only | ||||
4. | Citizenship or Place of Organization: | ||||
United States | |||||
5. | Sole Voting Power: | ||||
Number of | 1,370,8001 | ||||
Shares | 6. | Shared Voting Power: | |||
Beneficially | |||||
Owned by | -0- | ||||
Each | 7. | Sole Dispositive Power: | |||
Reporting | |||||
Person | 1,370,800 | ||||
With | 8. | Shared Dispositive Power: | |||
-0- | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person | ||||
1,370,800 | |||||
10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) | ||||
o | |||||
11. | Percent of Class Represented by Amount in Row (11) | ||||
7.15% | |||||
12. | Type of Reporting Person (See Instructions) | ||||
IN |
1 | Represents holdings of S Squared Technology, LLC. Seymour L. Goldblatt disclaims any beneficial ownership interest of the shares held by any funds for which S Squared Technology, LLC acts as an investment adviser, except for that portion of such shares that relates to his economic interest in such shares, if any. |
3
1. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Kenneth A. Goldblatt |
||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
||||
(a) o | |||||
(b) o | |||||
3. | SEC Use Only | ||||
4. | Citizenship or Place of Organization: | ||||
United States | |||||
5. | Sole Voting Power: | ||||
Number of | 1,370,8002 | ||||
Shares | 6. | Shared Voting Power: | |||
Beneficially | |||||
Owned by | -0- | ||||
Each | 7. | Sole Dispositive Power: | |||
Reporting | |||||
Person | 1,370,800 | ||||
With | 8. | Shared Dispositive Power: | |||
-0- | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person | ||||
1,370,800 | |||||
10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) | ||||
o | |||||
11. | Percent of Class Represented by Amount in Row (11) | ||||
7.15% | |||||
12. | Type of Reporting Person (See Instructions) | ||||
IN |
2 | Represents holdings of S Squared Technology, LLC. Kenneth A. Goldblatt disclaims any beneficial ownership interest of the shares held by any funds for which S Squared Technology, LLC acts as an investment adviser, except for that portion of such shares that relates to his economic interest in such shares, if any. |
4
(a) | Name of Issuer: GSE Systems Inc. | ||
(b) | Address of Issuers Principal Executive Offices: 1332 Londontown Blvd., Suite 200, Sykesville, MD 21784 |
(a) | Name of Person Filing: This statement is filed on behalf of S Squared Technology, LLC (SST), a Delaware limited liability company, and Seymour L. Goldblatt (Seymour) and Kenneth A. Goldblatt (Kenneth), both United States citizens. SST is a registered investment adviser. Seymour is the President of SST and owns a majority of the interests in SST. An agreement among SST, Seymour and Kenneth in writing to file this statement on behalf of each of them is attached as Exhibit A hereto. This statement relates to shares held for the accounts of multiple private investment funds for which SST acts as investment adviser. | ||
(b) | Address of Principal Business Office or, if none, Residence: 515 Madison Avenue, New York, NY 10022 | ||
(c) | Citizenship: SST is a Delaware limited liability company, and Seymour and Kenneth are both United States citizens | ||
(d) | Title of Class of Securities: Common Stock; $.01 par value | ||
(e) | CUSIP Number: 36227K106 |
(a) | Amount beneficially owned: 1,370,800 | ||
(b) | Percent of class: 7.15% | ||
(c) | Number of shares as to which the person has: |
(i) | Sole power to vote or to direct the vote: 1,370,800 | ||
(ii) | Shared power to vote or to direct the vote: -0-. | ||
(iii) | Sole power to dispose or to direct the disposition of: 1,370,800 |
5
(iv) | Shared power to dispose or to direct the disposition of: -0-. |
(a) | The following certification shall be included if the statement is filed pursuant to §240.13d-1(b): | ||
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. |
6
S Squared Technology, LLC |
||||
By: | /s/ Seymour L. Goldblatt | |||
Seymour L. Goldblatt | ||||
President |
/s/ Seymour L. Goldblatt | ||||
Seymour L. Goldblatt | ||||
/s/ Kenneth A. Goldblatt | ||||
Kenneth A. Goldblatt |
Attention:
|
Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) |
7