QUANTUM CORP /DE/
40.00%
16,892,735
709283
Jun 3, 2026
Jun 8, 2026, 09:14 PM
Reporting Persons (3)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Dialectic Technology SPV LLC | Investment Company | 40.00% | 16,863,839 | 0 | 16,863,839 |
| Dialectic Technology Manager LLC | Investment Company | 40.00% | 16,863,839 | 0 | 16,863,839 |
| JOHN FICHTHORN | Employee Benefit Plan | 40.00% | 16,892,735 | 28,896 | 16,863,839 |
Disclosure Items (6)
Common Stock
QUANTUM CORP /DE/
10770 E. Briarwood Avenue, Centennial, CO, 80112
Item 3 of the Amended Statement is hereby amended by adding the following to the end thereof: The information set forth in Item 4 of Amendment No. 3 is incorporated herein by reference.
See rows (11) and (13) of the cover page to this Schedule 13D for the aggregate number of shares of Common Stock and percentage of Common Stock that would be beneficially owned by each Reporting Person upon (i) the exercise in full (and for cash, not on a net-exercise basis) of the Forbearance Warrant and (ii) the exercise in full (and for cash, not on a net-exercise basis) of the Conversion Warrant. The aggregate percentage of Common Stock reported beneficially owned by each Reporting Person upon exercise of the Forbearance Warrant and the Conversion Warrant is based upon (i) 14,638,029 shares of Common Stock issued and outstanding as of February 12, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on February 17, 2026 and (ii) 10,615,712 shares of Common Stock issued by the Issuer in connection with the private placement to certain investors, as reported in the Issuer's Current Report on Form 8-K filed with the SEC on June 2, 2026.
See rows (7) through (10) of the cover page to this Schedule 13D for the shares of Common Stock as to which each Reporting Person would have the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition upon the exercise in full (and for cash, not on a net-exercise basis) of the Forbearance Warrant and the Conversion Warrant. Dialectic would directly hold any Common Stock beneficially owned by it upon any exercise of the Forbearance Warrant and the Conversion Warrant. Dialectic Manager, as the manager of Dialectic, and Mr. Fichthorn, as the Manager of Dialectic Manager, may each be deemed to have the shared power to direct the voting and disposition of shares of Common Stock owned by Dialectic and, consequently, Mr. Fichthorn and Dialectic Manager may each be deemed to possess indirect beneficial ownership of such shares upon any exercise by Dialectic of the Forbearance Warrant and the Conversion Warrant. Mr. Fichthorn and Dialectic Manager disclaim beneficial ownership of such shares for all other purposes. Without giving effect to any exercise of the Forbearance Warrant or the Conversion Warrant, Mr. Fichthorn directly holds and has the sole power to vote and dispose of 10,866 shares of Common Stock and 16,405 RSUs.
Except as described in Item 4 of this Amendment, no transactions in shares of Common Stock have been effected by the Reporting Persons since the filing of Amendment No. 2.
Other than the Reporting Persons, no persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein.
Not applicable.
Item 6 of the Amended Statement is hereby amended by adding the following to the end thereof: The information set forth in Item 4 of Amendment No. 3 is incorporated herein by reference. The foregoing descriptions are qualified in their entirety by reference to the full text of the Conversion Agreement, the Conversion Warrant, the Registration Rights Agreement Amendment, the Forbearance Warrant Amendment and the ROFR Agreement, copies of which are filed as Exhibits 99.7, 99.8, 99.9, 99.10 and 99.11, respectively, and are incorporated by reference in this Item 6.
99.7 Conversion Agreement dated as of June 1, 2026, by and among the Company, Dialectic and U.S. Bank Trust Company, National Association, as trustee and notes collateral agent (solely with respect to Sections 7.1 and 7.3 and Articles III and X thereof) (incorporated by reference to Exhibit 10.3 to the Issuer's Current Report on Form 8-K filed with the SEC on June 2, 2026). https://www.sec.gov/Archives/edgar/data/709283/000119312526252718/d35173dex103.htm 99.8 Warrant to Purchase Common Stock dated June 1, 2026, issued by the Issuer to Dialectic (incorporated by reference to Exhibit 4.2 to the Issuer's Current Report on Form 8-K filed with the SEC on June 2, 2026). https://www.sec.gov/Archives/edgar/data/709283/000119312526252718/d35173dex42.htm 99.9 First Amendment to the Warrant Registration Rights Agreement dated June 1, 2026, by and between the Company and Dialectic, to the Registration Rights Agreement dated September 23, 2025 (incorporated by reference to Exhibit 4.3 to the Issuer's Current Report on Form 8-K filed with the SEC on June 2, 2026). https://www.sec.gov/Archives/edgar/data/709283/000119312526252718/d35173dex43.htm 99.10 First Amendment to Warrant to Purchase Common Stock dated June 1, 2026, by and between the Company and Dialectic, to the Warrant issued to Dialectic on September 23, 2025 (incorporated by reference to Exhibit 4.4 to the Issuer's Current Report on Form 8-K filed with the SEC on June 2, 2026). https://www.sec.gov/Archives/edgar/data/709283/000119312526252718/d35173dex44.htm 99.11 Form of Right of First Refusal Agreement dated June 1, 2026, by and among the Company, Dialectic and certain stockholders party thereto (incorporated by reference to Exhibit 4.5 to the Issuer's Current Report on Form 8-K filed with the SEC on June 2, 2026). https://www.sec.gov/Archives/edgar/data/709283/000119312526252718/d35173dex45.htm