UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
SCHEDULE 13D
(RULE 13D - 101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a)
(Amendment No. 7)*
Quantum Corporation
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
747906 20 4
(CUSIP Number)
ERIC SINGER
VIEX CAPITAL ADVISORS, LLC
825 Third Avenue, 33rd Floor
New York, New York 10022
 
CHRISTOPHER P. DAVIS, ESQ.
KLEINBERG, KAPLAN, WOLFF & COHEN, P.C.
551 Fifth Avenue, New York, New York 10176
(212) 986-6000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
December 2, 2016
(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 747906 20 4
1
NAME OF REPORTING PERSONS
VIEX Opportunities Fund, LP – Series One*
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   [  ]
(b)   [  ]
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
WC
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
0
 
8
SHARED VOTING POWER
7,407,865
 
9
SOLE DISPOSITIVE POWER
0
 
10
SHARED DISPOSITIVE POWER
7,407,865
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,407,865
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES          [   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
 
14
TYPE OF REPORTING PERSON
PN
 

* This Series One is part of a series of VIEX Opportunities Fund, LP, a Delaware series limited partnership.

CUSIP No. 747906 20 4
1
NAME OF REPORTING PERSONS
VIEX Opportunities Fund, LP - Series Two*
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   [  ]
(b)   [  ]
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
WC
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
0
 
8
SHARED VOTING POWER
1,413,191
 
9
SOLE DISPOSITIVE POWER
0
 
10
SHARED DISPOSITIVE POWER
1,413,191
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,413,191
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES          [   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
 
14
TYPE OF REPORTING PERSON
PN
 

* This Series Two is part of a series of VIEX Opportunities Fund, LP, a Delaware series limited partnership.


CUSIP No. 747906 20 4
1
NAME OF REPORTING PERSONS
VIEX Special Opportunities Fund III, LP
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   [  ]
(b)   [  ]
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
WC
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
0
 
8
SHARED VOTING POWER
20,710,666
 
9
SOLE DISPOSITIVE POWER
0
 
10
SHARED DISPOSITIVE POWER
20,710,666
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,710,666
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES          [   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.6%
 
14
TYPE OF REPORTING PERSON
PN
 



CUSIP No. 747906 20 4
1
NAME OF REPORTING PERSONS
VIEX GP, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   [  ]
(b)   [  ]
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
AF
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
0
 
8
SHARED VOTING POWER
8,821,056
 
9
SOLE DISPOSITIVE POWER
0
 
10
SHARED DISPOSITIVE POWER
8,821,056
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,821,056
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES          [   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.3%
 
14
TYPE OF REPORTING PERSON
OO
 


CUSIP No. 747906 20 4
1
NAME OF REPORTING PERSONS
VIEX Special Opportunities GP III, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   [  ]
(b)   [  ]
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
AF
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
0
 
8
SHARED VOTING POWER
20,710,666
 
9
SOLE DISPOSITIVE POWER
0
 
10
SHARED DISPOSITIVE POWER
20,710,666
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,710,666
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES          [   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.6%
 
14
TYPE OF REPORTING PERSON
OO
 


CUSIP No. 747906 20 4
1
NAME OF REPORTING PERSONS
VIEX Capital Advisors, LLC
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   [  ]
(b)   [  ]
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
AF
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
0
 
8
SHARED VOTING POWER
29,531,722
 
9
SOLE DISPOSITIVE POWER
0
 
10
SHARED DISPOSITIVE POWER
29,531,722
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,531,722
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES          [   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.9%
 
14
TYPE OF REPORTING PERSON
IA
 


CUSIP No. 747906 20 4
1
NAME OF REPORTING PERSONS
Eric Singer
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)   [  ]
(b)   [  ]
 
3
SEC USE ONLY
 
4
SOURCE OF FUNDS (See Instructions)
AF
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [   ]
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
 
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
0
 
8
SHARED VOTING POWER
29,531,722
 
9
SOLE DISPOSITIVE POWER
0
 
10
SHARED DISPOSITIVE POWER
29,531,722
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,531,722
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES          [   ]
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.9%
 
14
TYPE OF REPORTING PERSON
IN
 


The following constitutes Amendment No. 7 to the Schedule 13D filed by the undersigned (the "Amendment No. 7"). This Amendment No. 7 amends the Schedule 13D as specifically set forth herein.
Item 4.
Purpose of Transaction .
Item 4 is hereby amended to add the following:
On December 2, 2016, the Issuer and the Reporting Persons entered into an amendment (the "Amendment") to that certain agreement (the "Agreement") dated September 23, 2016. Pursuant to the Amendment, the Issuer has extended the Board observer rights of John Mutch and Raghavendra Rau until February 1, 2017, subject to certain conditions, and the Reporting Persons have agreed to extend the standstill provisions of the Agreement related to the solicitation of proxies and other matters until February 1, 2017, subject to earlier termination under certain circumstances. The remainder of the Agreement remains unchanged and in effect. The foregoing description of the Amendment is qualified in its entirety by reference to the Amendment, which is attached as Exhibit 99.1 hereto and incorporated herein by reference.
Item 5.
Interest in Securities of the Issuer .
Items 5(a)-(c) are hereby amended and restated to read as follows:
The aggregate percentage of Shares reported owned by each Reporting Person is based upon 271,184,262 Shares outstanding, which is the total number of Shares outstanding as of October 28, 2016 as reported in the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 4, 2016.
A.   Series One
(a)
As of the date hereof, Series One beneficially owned 7,407,865 Shares.
Percentage: Approximately 2.7%
(b)            1.                Sole power to vote or direct vote: 0
2.   Shared power to vote or direct vote: 7,407,865
3.   Sole power to dispose or direct the disposition: 0
4.   Shared power to dispose or direct the disposition: 7,407,865
(c)
Series One has not entered into any transactions during the past 60 days.
B.   Series Two
(a)
As of the date hereof, Series Two beneficially owned 1,413,191 Shares.
Percentage: Less than 1%
(b)           1.                Sole power to vote or direct vote: 0
2.   Shared power to vote or direct vote: 1,413,191
3.   Sole power to dispose or direct the disposition: 0
4.   Shared power to dispose or direct the disposition: 1,413,191
(c)
Series Two has not entered into any transactions during the past 60 days.
C.   VSO III
(a)
As of the date hereof, VSO III beneficially owned 20,710,666 Shares.
Percentage: Approximately 7.6%
(b)           1.                Sole power to vote or direct vote: 0
2.   Shared power to vote or direct vote: 20,710,666
3.   Sole power to dispose or direct the disposition: 0
4.   Shared power to dispose or direct the disposition: 20,710,666
(c)
VSO III has not entered into any transactions in the Shares during the past 60 days.
D.   VIEX GP
(a)
VIEX GP, as the general partner of Series One and Series Two, may be deemed the beneficial owner of the (i) 7,407,865 shares owned by Series One and (ii) 1,413,191 shares owned by Series Two.
Percentage: Approximately 3.3%
(b)           1.                Sole power to vote or direct vote: 0
2.   Shared power to vote or direct vote: 8,821,056
3.   Sole power to dispose or direct the disposition: 0
4.   Shared power to dispose or direct the disposition: 8,821,056
(c)
VIEX GP has not entered into any transactions in the Shares during the past 60 days.
E.   VSO GP III
(a)
VSO GP III, as the general partner of VSO III, may be deemed the beneficial owner of the 20,710,666 shares owned by VSO III.
Percentage: Approximately 7.6%
(b)            1.                 Sole power to vote or direct vote: 0
2.   Shared power to vote or direct vote: 20,710,666
3.   Sole power to dispose or direct the disposition: 0
4.   Shared power to dispose or direct the disposition: 20,710,666
(c)
VSO GP III has not entered into any transactions in the Shares during the past 60 days.
F.   VIEX Capital
(a)
VIEX Capital, as the investment manager of Series One and Series Two, may be deemed the beneficial owner of the (i) 7,407,865 Shares owned by Series One, (ii) 1,413,191 Shares owned by Series Two and (iii) 20,710,666 owned by VSO III.
Percentage: Approximately 10.9%
(b)           1.                Sole power to vote or direct vote: 0
2.   Shared power to vote or direct vote: 29,531,722
3.   Sole power to dispose or direct the disposition: 0
4.   Shared power to dispose or direct the disposition: 29,531,722
(c)
VIEX Capital has not entered into any transactions in the Shares during the past 60 days.
G.   Eric Singer
(a)
Mr. Singer, as the managing member of VIEX GP and VIEX Capital, may be deemed the beneficial owner of the (i) 7,407,865 Shares owned by Series One, (ii) 1,413,191 Shares owned by Series Two and (iii) 20,710,666 owned by VSO III.
Percentage: Approximately 10.9%
(b)           1.                 Sole power to vote or direct vote: 0
2.   Shared power to vote or direct vote: 29,531,722
3.   Sole power to dispose or direct the disposition: 0
4.   Shared power to dispose or direct the disposition: 29,531,722
(c)
Mr. Singer has not entered into any transactions in the Shares during the past 60 days.
The filing of this Schedule 13D shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any of the Shares reported herein. Each Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.
Item 6.
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer .
Item 6 is hereby amended to add the following:
On December 2, 2016, the Reporting Persons and the Issuer entered into the Amendment defined and described in Item 4 above and attached as Exhibit 99.1 hereto.
Item 7.
Material to be Filed as Exhibits .
Item 7 is hereby amended to add the following Exhibit:
Exhibit 99.1 -
Amendment to Agreement, made and entered into as of December 2, 2016, by and among Quantum Corporation and the entities and natural persons listed on Exhibit A to the Agreement (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed December 5, 2016) (File No. 001-13449).

SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.
Dated:
December 6, 2016

 
VIEX Opportunities Fund, LP - Series One
 
 
 
By:
VIEX GP, LLC
General Partner
 
 
 
By:
/s/ Eric Singer
 
 
Name:
Eric Singer
 
 
Title:
Managing Member
 
 
 
VIEX Opportunities Fund, LP - Series Two
 
 
 
By:
VIEX GP, LLC
General Partner
 
 
 
By:
/s/ Eric Singer
 
 
Name:
Eric Singer
 
 
Title:
Managing Member
 
 
 
VIEX GP, LLC
 
 
 
By:
/s/ Eric Singer
 
 
Name:
Eric Singer
 
 
Title:
Managing Member
 
 
 
VIEX Special Opportunities Fund III, LP
 
 
 
 
By:
VIEX Special Opportunities GP III, LLC
General Partner
 
 
 
By:
/s/ Eric Singer
 
 
Name:
Eric Singer
 
 
Title:
Managing Member
 
 
 
VIEX Special Opportunities GP III, LLC
 
 
 
 
By:
/s/ Eric Singer
 
 
Name:
Eric Singer
 
 
Title:
Managing Member
 

 
 
VIEX Capital Advisors, LLC
 
 
 
By:
/s/ Eric Singer
 
 
Name:
Eric Singer
 
 
Title:
Managing Member
 
 
/s/ Eric Singer
 
ERIC SINGER