| Item 1. | |
| (a) | Name of issuer:
ARRAY DIGITAL INFRASTRUCTURE, INC. |
| (b) | Address of issuer's principal executive offices:
500 WEST MADISON STREET, SUITE 810, CHICAGO, ILLINOIS, 60661. |
| Item 2. | |
| (a) | Name of person filing:
Hawk Ridge Capital Management LP
Hawk Ridge Management LLC
Hawk Ridge Capital Management GP LLC
Hawk Ridge Master Fund LP
Brown David Graham |
| (b) | Address or principal business office or, if none, residence:
12121 Wilshire Blvd. Suite 900, Los Angeles CA 90025 |
| (c) | Citizenship:
Hawk Ridge Capital Management LP - Delaware
Hawk Ridge Management LLC - Delaware
Hawk Ridge Capital Management GP LLC - Delaware
Hawk Ridge Master Fund LP - Delaware
Brown David Graham - United States |
| (d) | Title of class of securities:
Common Shares, $1 Par Value |
| (e) | CUSIP Number(s):
911684108 |
| 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). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
2,728,548 |
| (b) | Percent of class:
5.1% |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0
|
| | (ii) Shared power to vote or to direct the vote:
2,728,548
|
| | (iii) Sole power to dispose or to direct the disposition of:
0
|
| | (iv) Shared power to dispose or to direct the disposition of:
2,728,548
All of the reported securities are directly owned by Hawk Ridge Master Fund LP. Hawk Ridge Management LLC and Hawk Ridge Capital Management LP as the general partner and investment manager, respectively, of the master fund with authority to vote and dispose of all of the shares held by the master fund, and Hawk Ridge Capital Management GP LLC as the holding company of the general partner and investment manager (collectively "Hawk Ridge") may be deemed to beneficially own the reported securities. David Brown also may be deemed to beneficially own the reported securities as the principal of Hawk Ridge. Hawk Ridge and Mr. Brown each disclaims beneficial ownership of the reported securities, except to the extent of its or his pecuniary interest in such securities, if any.
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| |
Not Applicable
|
| Item 6. | Ownership of more than 5 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
|
Rule 13d-1(c)