| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, $0.02 par value |
| (b) | Name of Issuer:
PAR TECHNOLOGY CORP |
| (c) | Address of Issuer's Principal Executive Offices:
PAR TECHNOLOGY PARK, 8383 Seneca Turnpike, NEW HARTFORD,
NEW YORK
, 13413. |
Item 1 Comment:
The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned ("Amendment No. 3"). This Amendment No. 3 amends the Schedule 13D as specifically set forth herein. |
| Item 3. | Source and Amount of Funds or Other Consideration |
| | Item 3 is hereby amended and restated to read as follows:
The Shares purchased by each of Voss Value Master Fund, Voss Value-Oriented Special Situations Fund and the Voss Managed Accounts were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions.
The aggregate purchase price of the 925,000 Shares beneficially owned directly by Voss Value Master Fund is approximately $35,253,892, including brokerage commissions.
The aggregate purchase price of the 150,000 Shares beneficially owned by Voss Value-Oriented Special Situations Fund is approximately $5,912,755, including brokerage commissions.
The aggregate purchase price of the 4,775,000 Shares held in the Voss Managed Accounts is approximately $183,083,040, including brokerage commissions. The aggregate purchase price of the call options exercisable into 46,400 Shares which are held in the Voss Managed Accounts is approximately $162,400, including brokerage commissions. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Item 5(a) is hereby amended and restated to read as follows:
The aggregate percentage of Shares reported owned by each person named herein is based upon 41,246,199 Shares outstanding, as of May 5, 2026, which is the total number of Shares outstanding as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.
A. Voss Value Master Fund
As of the date hereof, Voss Value Master Fund beneficially owned 925,000 Shares. Percentage: Approximately 2.2%
B. Voss Value-Oriented Special Situations Fund
As of the date hereof, Voss Value-Oriented Special Situations Fund beneficially owned 150,000 Shares. Percentage: Approximately 0.4%
C. Voss GP
Voss GP, as the general partner of each of Voss Value Master Fund and Voss Value-Oriented Special Situations Fund, may be deemed the beneficial owner of the (i) 925,000 Shares owned by Voss Value Master Fund and (ii) 150,000 Shares owned by Voss Value-Oriented Special Situations Fund. Percentage: Approximately 2.6%
D. Voss Capital
As of the date hereof, 4,821,400 Shares were held in the Voss Managed Accounts. Voss Capital, as the investment manager of each of Voss Value Master Fund and Voss Value-Oriented Special Situations Fund, may be deemed the beneficial owner of the (i) 925,000 Shares beneficially owned by Voss Value Master Fund and (ii) 150,000 Shares beneficially owned by Voss Value-Oriented Special Situations Fund. Percentage: Approximately 14.3%
E. Mr. Cocke
Mr. Cocke, as the managing member of each of Voss Capital and Voss GP, may be deemed the beneficial owner of the (i) 925,000 Shares owned by Voss Value Master Fund, (ii) 150,000 Shares owned by Voss Value-Oriented Special Situations Fund and (iii) 4,821,400 Shares held in the Voss Managed Accounts. Percentage: Approximately 14.3% |
| (b) | Item 5(b) is hereby amended and restated to read as follows:
A. Voss Value Master Fund
1. Sole power to vote or direct vote: 925,000
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 925,000
4. Shared power to dispose or direct the disposition: 0
B. Voss Value-Oriented Special Situations Fund
1. Sole power to vote or direct vote: 150,000
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 150,000
4. Shared power to dispose or direct the disposition: 0
C. Voss GP
1. Sole power to vote or direct vote: 1,075,000
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 1,075,000
4. Shared power to dispose or direct the disposition: 0
D. Voss Capital
1. Sole power to vote or direct vote: 4,821,400
2. Shared power to vote or direct vote: 1,075,000
3. Sole power to dispose or direct the disposition: 4,821,400
4. Shared power to dispose or direct the disposition: 1,075,000
E. Mr. Cocke
1. Sole power to vote or direct vote: 4,821,400
2. Shared power to vote or direct vote: 1,075,000
3. Sole power to dispose or direct the disposition: 4,821,400
4. Shared power to dispose or direct the disposition: 1,075,000 |
| (c) | Item 5(c) is hereby amended and restated to read as follows:
A. Voss Value Master Fund
The transactions in the Shares by Voss Value Master Fund during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference.
B. Voss Value-Oriented Special Situations Fund
The transactions in the Shares by Voss Value-Oriented Special Situations Fund during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference.
C. Voss GP
Voss GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Voss Value Master Fund and Voss Value-Oriented Special Situations Fund during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference.
D. Voss Capital
The transactions in the Shares by Voss Value Master Fund, Voss Value-Oriented Special Situations Fund and Voss Capital through the Voss Managed Accounts during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference.
E. Mr. Cocke
Mr. Cocke has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Voss Value Master Fund, Voss Value-Oriented Special Situations Fund and Voss Capital through the Voss Managed Accounts during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. |
| Item 7. | Material to be Filed as Exhibits. |
| | Item 7 is hereby amended to add the following exhibit:
1 - Transactions in Securities. |
