QUANTUM CORP /DE/
37.30%
8,140,390
709283
747906600
Dec 17, 2025
Dec 22, 2025, 08:32 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 |
|---|---|---|---|---|---|
| JOHN FICHTHORN | Individual | 37.30% | 8,140,390 | 15,271 | 8,125,119 |
| Dialectic Technology SPV LLC | Investment Company | 37.20% | 8,125,119 | 0 | 8,125,119 |
| Dialectic Technology Manager LLC | Investment Company | 37.20% | 8,125,119 | 0 | 8,125,119 |
Disclosure Items (7)
Common Stock
QUANTUM CORP /DE/
10770 E. Briarwood Avenue, Centennial, CO, 80112
This statement is filed by: (i) Dialectic Technology SPV LLC, a Delaware limited liability company ("Dialectic"); (ii) Dialectic Technology Manager LLC, a Delaware limited liability company and the Manager of Dialectic ("Dialectic Manager"); and (iii) John Fichthorn, the Manager of Dialectic Manager ("Mr. Fichthorn"). Dialectic, Dialectic Manager and Mr. Fichthorn are referred to each as a "Reporting Person" and collectively as the "Reporting Persons."
The principal business address of each of the Reporting Persons is 119 Rowayton Avenue, Rowayton, CT 06853.
The principal business of each of the Reporting Persons is investment management.
None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Each of Dialectic and Dialectic Manager is a Delaware limited liability company. Mr. Fichthorn is a citizen of the United States of America.
Item 3 of the Original Statement is hereby amended by adding the following to the end thereof: The information set forth in Item 4 of Amendment No. 1 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 conversion of the Convertible Notes. The aggregate percentage of Common Stock reported beneficially owned by each Reporting Person upon exercise of the Forbearance Warrant and full conversion of the Convertible Notes is based upon 13,721,291 shares of Common Stock outstanding as of November 11, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 13, 2025.
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 (i) the exercise in full (and for cash, not on a net-exercise basis) of the Forbearance Warrant and (ii) the conversion of the Convertible Notes. Dialectic would directly hold any Common Stock beneficially owned by it upon any exercise of the Forbearance Warrant and the conversion of the Convertible Notes. 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 (i) any exercise by Dialectic of the Forbearance Warrant and (ii) the conversion of the Convertible Notes. 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 conversion of the Convertible Notes, Mr. Fichthorn directly holds and has the sole power to vote and dispose of 10,866 shares of Common Stock and 4,405 RSUs.
Except as described in Item 4 of this Amendment, no transactions in shares of Common Stock have been effected by the Reporting Persons during the past sixty (60) days.
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 Original Statement is hereby amended by adding the following to the end thereof: The information set forth in Item 4 of Amendment No. 1 is incorporated herein by reference. The foregoing descriptions are qualified in their entirety by reference to the full text of the Indenture and the Note Registration Rights Agreement, copies of which are filed as Exhibits 99.5 and 99.6, respectively, and are incorporated by reference in this Item 6.
99.1 Joint Filing Statement (incorporated by reference to Exhibit 99.1 to the Original Statement filed with the SEC on October 10, 2025). https://www.sec.gov/Archives/edgar/data/709283/000094787125000896/xslSCHEDULE_13D_X01/primary_doc.xml 99.2 Warrant to Purchase Common Stock dated September 23, 2025, issued by the Issuer to Dialectic (incorporated by reference to Exhibit 4.1 to the Issuer's Current Report on Form 8-K filed with the SEC on September 23, 2025). https://www.sec.gov/Archives/edgar/data/709283/000119312525212374/d12850dex41.htm 99.3 Registration Rights Agreement dated as of September 23, 2025, by and between the Issuer and Dialectic (incorporated by reference to Exhibit 4.2 to the Issuer's Current Report on Form 8-K filed with the SEC on September 23, 2025). https://www.sec.gov/Archives/edgar/data/709283/000119312525212374/d12850dex42.htm 99.4 Transaction Agreement dated as of September 23, 2025, by and among the Issuer, Dialectic, OC III LVS XXXIII LP, and OC III LVS XL LP (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the SEC on September 23, 2025). https://www.sec.gov/Archives/edgar/data/709283/000119312525212374/d12850dex101.htm 99.5 Indenture, dated as of December 18, 2025, by and among the Issuer, the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the Issuer's Current Report on Form 8-K filed with the SEC on December 18, 2025). https://www.sec.gov/Archives/edgar/data/709283/000070928325000091/exhibit41toclosingxindentu.htm 99.6 Registration Rights Agreement, dated as of December 18, 2025, by and between the Issuer and Dialectic (incorporated by reference to Exhibit 4.2 to the Issuer's Current Report on Form 8-K filed with the SEC on September 23, 2025). https://www.sec.gov/Archives/edgar/data/709283/000070928325000091/exhibit42toclosingxnoterra.htm