Harte Hanks Inc. received an updated ownership report on its common stock from Westerly Capital Management, LLC and related parties on a Schedule 13G/A (Amendment No. 8).
The reporting persons state beneficial ownership of 627,000 shares of Harte Hanks common stock, representing 8.5% of the class, with shared voting and dispositive power over all of these shares and no sole voting or dispositive power. This percentage is calculated based on 7,414,794 shares outstanding as of October 31, 2025, as referenced from the company’s Form 10-Q for the quarter ended September 30, 2025. The filers certify the shares were not acquired or held for the purpose of changing or influencing control of Harte Hanks.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 8)
HARTE HANKS INC
(Name of Issuer)
Common Stock
(Title of Class of Securities)
416196202
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
416196202
1
Names of Reporting Persons
WESTERLY CAPITAL MANAGEMENT, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
627,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
627,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
627,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.5 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
416196202
1
Names of Reporting Persons
Westerly Holdings LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
627,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
627,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
627,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.5 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
416196202
1
Names of Reporting Persons
Christopher J. Galvin
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
627,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
627,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
627,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.5 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
HARTE HANKS INC
(b)
Address of issuer's principal executive offices:
1 EXECUTIVE DRIVE, SUITE 303, CHELMSFORD, MASSACHUSETTS, 01824.
Item 2.
(a)
Name of person filing:
Westerly Capital Management, LLC
(b)
Address or principal business office or, if none, residence:
201 Mission Street, Suite 580, San Francisco, CA 94105.
(c)
Citizenship:
Delaware
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
416196202
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:
(b)
Percent of class:
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(ii) Shared power to vote or to direct the vote:
Information with respect to the Reporting Persons' ownership of the Common Stock as of December 31, 2025, is incorporated by reference to items (5)-(9) and (11) of the cover page of the respective Reporting Person.
The amount beneficially owned by each Reporting Person is determined based on 7,414,794 shares of Common Stock outstanding as of October 31, 2025, as reported in the Form 10-Q for the quarterly period ended September 30, 2025, filed with the SEC on November 12, 2025.
(iii) Sole power to dispose or to direct the disposition of:
(iv) Shared power to dispose or to direct the disposition of:
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See disclosure in Items 2 and 4 hereof. Certain funds listed in Item 2(a) are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See disclosure in Item 2 hereof.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
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, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Who is reporting ownership of Harte Hanks (HHS) shares in this Schedule 13G/A?
The filing shows Westerly Capital Management, LLC, Westerly Holdings LLC, and Christopher J. Galvin as reporting persons. They jointly report beneficial ownership and shared voting and dispositive power over a single block of Harte Hanks common shares.
How many Harte Hanks (HHS) shares are beneficially owned by the reporting group?
The reporting group discloses beneficial ownership of 627,000 shares of Harte Hanks common stock. These shares are held with shared voting and shared dispositive power, and none are reported as subject to sole voting or sole dispositive authority.
What percentage of Harte Hanks (HHS) does Westerly Capital Management report owning?
The reporting persons state beneficial ownership of 8.5% of Harte Hanks’ common stock. This stake is calculated using 7,414,794 shares outstanding as of October 31, 2025, as referenced from Harte Hanks’ Form 10-Q filed on November 12, 2025.
On what share count is the 8.5% Harte Hanks (HHS) ownership based?
The 8.5% ownership figure is based on 7,414,794 Harte Hanks common shares outstanding as of October 31, 2025. That outstanding share count comes from the company’s Form 10-Q for the quarter ended September 30, 2025, filed on November 12, 2025.
Does Westerly’s Harte Hanks (HHS) stake aim to influence control of the company?
The certification states the shares were not acquired and are not held for the purpose of changing or influencing control of Harte Hanks. It also notes they are not held in connection with any control-related transaction, except potential activities tied to a nomination under Rule 14a-11.
What kind of voting and dispositive power is reported over Harte Hanks (HHS) shares?
The filing reports zero sole voting or dispositive power and 627,000 shares with shared voting and shared dispositive power. This means decisions to vote or sell these Harte Hanks shares are made jointly, rather than by any single reporting person acting alone.