-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UG6wlum4qSZFOhOnUhTa7Lw6x545w6PSEUqE4qr+6j3znf3lxIFhEsmQ6zCh8YIE XPniLHVnyMPLh3iwA3yDeA== 0001193125-09-031100.txt : 20090217 0001193125-09-031100.hdr.sgml : 20090216 20090217154750 ACCESSION NUMBER: 0001193125-09-031100 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090217 DATE AS OF CHANGE: 20090217 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIDDLER JERRY CENTRAL INDEX KEY: 0001008219 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 5107484100 MAIL ADDRESS: STREET 1: 1010 ATLANTIC AVE CITY: ALAMEDA STATE: CA ZIP: 94501 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WIND RIVER SYSTEMS INC CENTRAL INDEX KEY: 0000833829 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 942873391 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49873 FILM NUMBER: 09613316 BUSINESS ADDRESS: STREET 1: 500 WIND RIVER WAY CITY: ALAMEDA STATE: CA ZIP: 94501 BUSINESS PHONE: 5107484100 MAIL ADDRESS: STREET 1: 500 WIND RIVER WAY CITY: ALAMEDA STATE: CA ZIP: 94501 SC 13G/A 1 dsc13ga.htm AMENDMENT NO. 12 TO SCHEDULE 13G Amendment No. 12 to Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. 12)*

 

 

 

 

WIND RIVER SYSTEMS, INC.

(Name of Issuer)

 

 

COMMON STOCK

(Title of Class of Securities)

 

 

973149 10 7

(CUSIP Number)

 

 

December 31, 2008

(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)

x Rule 13d-1(d)

 

 

*   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 the disclosures provided in a prior cover page.

The information required in 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 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all the provisions of the Act (however, see the Notes).

 

Page 1 of 5 pages


CUSIP No. 973149 10 7

 

  1.  

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Jerry L. Fiddler

   
  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

 

United States

   

 

Number of  

shares  

Beneficially  

Owned by  

Each  

Reporting  

Person  

With  

 

 

  5.    Sole Voting Power

 

       4,006,672**

 

  6.    Shared Voting Power

 

       -0-

 

  7.    Sole Dispositive Power

 

       4,006,672**

 

  8.    Shared Dispositive Power

 

       -0-

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

4,006,672**

   
10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 

 

   
11.  

Percent of Class Represented by Amount in Row (9)

 

5.2%

   
12.  

Type of Reporting Person (See Instructions)

 

IN

   

 

** Includes 2,442,554 shares held by The Fiddler and Alden Family Trust, of which Mr. Fiddler and his wife are trustees. Both trustees have full voting and dispositive power. One signature can invoke the trust. Also includes 276,563 shares held by the Jazem I Family Partners LP – Fund 5; 508,125 shares held by the Jazem II Family Partners LP; 247,953 shares held by the Jazem III Family Partners LP; and 276,563 shares held by the Jazem IV Family Partners LP. Mr. Fiddler is a general partner of these four partnerships. Also includes 252,876 shares subject to stock options exercisable within 60 days after February 14, 2009. In addition, as of January 31, 2009, the reporting person owned 6,342.916 units, which units represent interests in a Wind River 401(k) plan. As of January 31, 2009, these units equate in value to approximately 2,037.3733 shares of Wind River common stock at the closing price of Wind River common stock as of January 30, 2009 of $7.97 per share. The information in this report is based on a plan statement dated as of January 31, 2009.

 

Page 2 of 5 pages


Item 1.(a) NAME OF ISSUER

Wind River Systems, Inc.

 

  (b) Address of Issuer’s Principal Executive Offices

500 Wind River Way

Alameda, CA 94501

 

Item 2.(a) NAME OF PERSON FILING

Jerry L. Fiddler

 

  (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE

500 Wind River Way

Alameda, CA 94501

 

  (c) CITIZENSHIP

United States

 

  (d) TITLE OF CLASS OF SECURITIES

Common Stock

 

  (e) CUSIP NUMBER

973149 10 7

 

Item 3. NOT APPLICABLE.

 

Item 4. OWNERSHIP.

 

  (a) AMOUNT BENEFICIALLY OWNED:

4,006,672**

 

  (b) PERCENT OF CLASS:

5.2%

 

  (c) NUMBER OF SHARES AS TO WHICH THE PERSON HAS:

 

  (i) Sole power to vote or to direct the vote 4,006,672**

 

  (ii) Shared power to vote or to direct the vote -0-

 

  (iii) Sole power to dispose or to direct the disposition of 4,006,672**

 

  (iv) Shared power to dispose or to direct the disposition of -0-

 

** Includes 2,442,554 shares held by The Fiddler and Alden Family Trust, of which Mr. Fiddler and his wife are trustees. Both trustees have full voting and dispositive power. One signature can invoke the trust. Also includes 276,563 shares held by the Jazem I Family Partners LP – Fund 5; 508,125 shares held by the Jazem II Family Partners LP; 247,953 shares held by the Jazem III Family Partners LP; and 276,563 shares held by the Jazem IV Family Partners LP. Mr. Fiddler is a general partner of these four partnerships. Also includes 252,876 shares subject to stock options exercisable within 60 days after February 14, 2009. In addition, as of January 31, 2009, the reporting person owned 6,342.916 units, which units represent interests in a Wind River 401(k) plan. As of January 31, 2009, these units equate in value to approximately 2,037.3733 shares of Wind River common stock at the closing price of Wind River common stock as of January 30, 2009 of $7.97 per share. The information in this report is based on a plan statement dated as of January 31, 2009.

 

Page 3 of 5 pages


Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

Not applicable.

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

Not applicable.

 

Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

Not applicable.

 

Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

Not applicable.

 

Item 9. NOTICE OF DISSOLUTION OF GROUP

Not applicable.

 

Item 10. CERTIFICATION

Not applicable.

 

Page 4 of 5 pages


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.

 

February 13, 2009
Date
/s/ Jerry Fiddler
Signature
Jerry Fiddler
Name/Title

 

Page 5 of 5 pages

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