¨
|
Rule 13d-1(b)
|
x
|
Rule 13d-1(c)
|
o
|
Rule 13d-1(d)
|
1.
|
names of reporting persons
i.r.s. identification no. of above persons (entities only)
Gagnon Securities LLC
|
||||
2.
|
check the appropriate box if a group* |
(a) o
(b) x
|
|||
3.
|
sec use only
|
||||
4.
|
citizenship or place of organization
Delaware Limited Liability Company
|
||||
number of
shares
beneficially
owned by
each
reporting
person with:
|
5.
|
sole voting power
|
0
|
||
6.
|
shared voting power
|
2,039,911
|
|||
7.
|
sole dispositive power
|
0
|
|||
8.
|
shared dispostive power
|
2,039,911
|
|||
9.
|
aggregate amount beneficially owned by each reporting person
|
2,039,911
|
|||
10.
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) o
|
||||
11.
|
percent of class represented by amount in row (9)
|
3.7%
|
|||
12.
|
type of reporting person (See Instructions)
|
IA
|
13.
|
names of reporting persons
i.r.s. identification no. of above persons (entities only)
Neil Gagnon
|
||||
14.
|
check the appropriate box if a group* |
(a) o
(b) x
|
|||
15.
|
sec use only
|
||||
16.
|
citizenship or place of organization
USA
|
||||
number of
shares
beneficially
owned by
each
reporting
person with:
|
17.
|
sole voting power
|
1,055,444
|
||
18.
|
shared voting power
|
1,986,704
|
|||
19.
|
sole dispositive power
|
1,055,444
|
|||
20.
|
shared dispostive power
|
2,012,282
|
|||
21.
|
aggregate amount beneficially owned by each reporting person
|
3,067,726
|
|||
22.
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) o
|
||||
23.
|
percent of class represented by amount in row (9)
|
5.6%
|
|||
24.
|
type of reporting person (See Instructions)
|
IN
|
Item 1.
|
||
(a) Name of Issuer:
|
RTI Biologics, Inc.
|
(b) Address of Issuer’s Principal Executive Offices:
|
11621 Research Circle
Alachua, FL 32615
|
(b) Address of Principal Business Office or, if none, Residence:
|
1370 Ave. of the Americas, Suite 2400
New York, NY 10019
|
(c) Citizenship:
|
Gagnon Securities LLC: Delaware Limited Liability Company
Neil Gagnon: USA
|
|
(d) Title of Class of Securities:
|
Common Stock, par value $0.001 per share
|
|
(e) CUSIP Number:
|
74975n105
|
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)
|
o
|
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
|
|||||||||||
(b)
|
o
|
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
|
|||||||||||
(c)
|
o
|
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
|
|||||||||||
(d)
|
o
|
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
|
|||||||||||
(e)
|
o
|
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
|||||||||||
(f)
|
o
|
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
|||||||||||
(g)
|
o
|
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
|||||||||||
(h)
|
o
|
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
|||||||||||
(i)
|
o
|
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)
|
o
|
Group, in accordance with §240.13d-1(b)(1)(ii)(J).
|
Item 4.
|
Ownership.
|
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
|
||
(a)
|
Amount beneficially owned:
|
Gagnon Securities LLC: 2,039,911
Neil Gagnon: 3,067,726
|
(b)
|
Percent of class:
|
Gagnon Securities LLC: 3.7%
Neil Gagnon: 5.6%
Calculation of percentage of beneficial ownership is based on approximately 55,192,845 outstanding shares as reported by the Issuer on its Form 10-Q filed on November 4, 2011.
|
(c)
|
Number of shares as to which the person has:
|
(i)
|
Sole power to vote or to direct the vote:
|
Gagnon Securities LLC: 0
Neil Gagnon: 1,055,444
|
|||
(ii)
|
Shared power to vote or to direct the vote:
|
Gagnon Securities LLC: 2,039,911
Neil Gagnon: 1,986,704
|
|||
(iii)
|
Sole power to dispose or to direct the disposition of:
|
Gagnon Securities LLC: 0
Neil Gagnon: 1,055,444
|
|||
(iv)
|
Shared power to dispose or to direct the disposition of:
|
Gagnon Securities LLC: 2,039,911
Neil Gagnon: 2,012,282
|
Item 5
|
Ownership of Five Percent or Less of a Class
|
Not Applicable
|
Item 6
|
Ownership of More than Five Percent on Behalf of Another Person
|
The Accounts, the Fund, the Personal Accounts and the Other Accounts described above in Item 2 have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities held in their respective accounts. To the knowledge of the Reporting Persons, the interest in any such account does not exceed 5% of the class of securities. Except to the extent described herein, each Reporting Person disclaims beneficial ownership of all such securities.
|
Items 7 – 9
|
Not Applicable
|
Item 10
|
Certification
|
(a)
|
The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):
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.
|
February 6, 2012
Date
GAGNON SECURITIES LLC
/s/ Neil Gagnon
|
|
Signature | |
Neil Gagnon
|
|
Name/Title |
February 6, 2012
Date
Neil Gagnon
/s/ Neil Gagnon
|
|
Signature
|
Attention:
|
Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
|