-----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, Af+ogMMUVgM4kmKhyoVDJ/EhMJvfJnSX4ATJrS1w6h1KmDfu9Hm7QYs2dZyd/3J4 OAkxPvVMWGRoP0cRJ4v5dw== 0000950123-99-009344.txt : 19991018 0000950123-99-009344.hdr.sgml : 19991018 ACCESSION NUMBER: 0000950123-99-009344 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19991015 GROUP MEMBERS: SONY CORP GROUP MEMBERS: SONY CORPORATION OF AMERICA INC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TIVO INC CENTRAL INDEX KEY: 0001088825 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 770453167 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-57007 FILM NUMBER: 99729564 BUSINESS ADDRESS: STREET 1: C/O COOLEY GODWARD LLP STREET 2: FIVE PALO ALTO SQUARE 3000 EL CAMINO REA CITY: PALO ALTO STATE: CA ZIP: 94306-2155 BUSINESS PHONE: 4087476080 MAIL ADDRESS: STREET 1: 894 ROSS DRIVE STREET 2: SUITE 100 CITY: SUNNYVALE STATE: CA ZIP: 94089 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SONY CORP CENTRAL INDEX KEY: 0000313838 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 000000000 STATE OF INCORPORATION: M0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 7-35 KITASHINAGAWA STREET 2: 6-CHOME SHINAGAWA-KU CITY: TOKYO 141 JAPAN STATE: M0 BUSINESS PHONE: 0354482180 MAIL ADDRESS: STREET 1: 7-35 KITASHINAGAWA STREET 2: 6-CHOME, SHINAGAWA-KU CITY: TOKYO 141 JAPAN STATE: M0 SC 13G 1 SCHEDULE 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.___)* TiVo Inc. --------- (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 888706108 --------- (CUSIP Number) October 5, 1999 --------------- (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) [X] Rule 13d-1(c) [ ] 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 other provisions of the Act (however, see the Notes). 2 CUSIP NO. 888706108 13G PAGE 2 OF 10 PAGES _______________________________________________________________________ (1) NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Sony Corporation of America IRS No.: 13-1914734 _______________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] _______________________________________________________________________ (3) SEC USE ONLY _______________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATION New York _______________________________________________________________________ NUMBER OF SHARES (5) SOLE VOTING POWER BENEFICIALLY 0 OWNED BY ____________________________ EACH REPORTING (6) SHARED VOTING POWER PERSON WITH: 2,646,814* ____________________________ (7) SOLE DISPOSITIVE POWER ____________________________ (8) SHARED DISPOSITIVE POWER 2,646,814* _______________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON _________________ * Sony Corporation of America has the right, subject to certain conditions, to purchase 20,000 shares upon the exercise of options (the "Options") granted to Howard Stringer pursuant to the TiVo 1999 Non-Employee Director's Stock Option Plan. Mr. Stringer holds the Options merely as nominee for Sony, pursuant to the Nominee Agreement, entered into as of September 10, 1999, by and between Mr. Stringer and Sony. Options to purchase 3,332 shares are currently exercisable or will be exercisable within the next 60 days. 3 CUSIP NO. 888706108 13G PAGE 3 OF 10 PAGES 2,646,814* _______________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES _______________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.4% _______________________________________________________________________ (12) TYPE OF REPORTING PERSON CO _______________________________________________________________________ 4 PAGE 4 OF 10 PAGES _______________________________________________________________________ (1) NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Sony Corporation _______________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] _______________________________________________________________________ (3) SEC USE ONLY _______________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATION Japan _______________________________________________________________________ NUMBER OF SHARES (5) SOLE VOTING POWER BENEFICIALLY 0 OWNED BY ____________________________ EACH REPORTING (6) SHARED VOTING POWER PERSON WITH: 2,646,814* ____________________________ (7) SOLE DISPOSITIVE POWER 0 ____________________________ (8) SHARED DISPOSITIVE POWER 2,646,814* ____________________________ _______________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,646,814* _______________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES _______________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.4% _______________________________________________________________________ _______________ */ Sony Corporation of America has the right, subject to certain conditions, to purchase 20,000 shares upon the exercise of options (the "Options") granted to Howard Stringer pursuant to the TiVo 1999 Non-Employee Director's Stock Option Plan. Mr. Stringer holds the Options merely as nominee for Sony, pursuant to the Nominee Agreement, entered into as of September 10, 1999, by and between Mr. Stringer and Sony. Options to purchase 3,332 shares are currently exercisable or will be exercisable within the next 60 days. 5 PAGE 5 OF 10 PAGES (12) TYPE OF REPORTING PERSON CO _______________________________________________________________________ 6 PAGE 6 OF 10 PAGES ITEM 1(A). NAME OF ISSUER: TiVo Inc. ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 894 Ross Drive Suite 100 Sunnyvale, CA 94089 ITEM 2(A). NAME OF PERSON FILING: This statement is being filed by Sony Corporation of America, Inc., a New York corporation ("SCA"), and Sony Corporation, a Japanese corporation ("Sony" and, together with SCA, the "Reporting Persons"). Pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934 (the "Exchange Act"), the Reporting Persons have agreed to file jointly one statement with respect to their ownership of TiVo Inc. Common Stock, and this joint statement of the Reporting Persons is hereinafter referred to as the "Statement". ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE: SCA, the United States headquarters of, and a wholly owned subsidiary of, Sony, has its principal executive offices at 550 Madison Avenue, New York, New York 10022. Sony has its principal executive offices at 6-7-35 Kitashinagawa, Shinagawa-ku, Tokyo 141-0001 Japan. ITEM 2(C). CITIZENSHIP: SCA is a New York corporation. Sony is a Japanese corporation. ITEM 2(D). TITLE OF CLASS OF SECURITIES: Common Stock ITEM 2(E). CUSIP NUMBER: 888706108 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A: (a)[ ] Broker or dealer registered under Section 15 of the Exchange Act. (b)[ ] Bank as defined in Section 3(a)(6)of the Exchange Act. (c)[ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d)[ ] Investment company registered under Section 8 7 PAGE 7 OF 10 PAGES of the Investment Company Act. (e)[ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f)[ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g)[ ] A parent holding company or person in accordance with Rule 13d-1(b)(1)(ii)(G); (h)[ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i)[ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of Investment Company Act; (j)[ ] Group, in accordance with Rule 13d- 1(b)(1)(ii)(J). ITEM 4. OWNERSHIP. (a) AMOUNT BENEFICIALLY OWNED: 2,646,814* (b) PERCENT OF CLASS: 7.4% (c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 2,646,814* (iii)Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 2,646,814* ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.[ ] ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. N/A 8 PAGE 8 OF 10 PAGES ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. This Statement is being filed to disclose the acquisition of beneficial ownership of 2,646,814 shares by Sony Corporation of America, Inc., a wholly owned subsidiary of Sony Corporation. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. N/A ITEM 9. NOTICE OF DISSOLUTION OF GROUP. N/A ________________ */ Sony Corporation of America has the right, subject to certain conditions, to purchase 20,000 shares upon the exercise of the Options. Options to purchase 3,332 shares are currently exercisable or will be exercisable within the next 60 days. 9 PAGE 9 OF 10 PAGES ITEM 10. CERTIFICATION. 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. 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. October 15, 1999 __________________________________ Date SONY CORPORATION OF AMERICA By: /s/ Howard Stringer ---------------------- Name: Howard Stringer Title: President SONY CORPORATION By: /s/ Teruhisa Tokunaka ------------------------ Name: Teruhisa Tokunaka Title: Senior Managing Director 10 PAGE 10 OF 10 PAGES INDEX TO EXHIBITS
Exhibit Number Description - -------------- ----------- 1 Joint Filing Agreement Dated October 15, 1999, by and between Sony Corporation of America and Sony Corporation.
EX-99.1 2 JOINT FILING AGREEMENT 1 EXHIBIT 1 JOINT FILING AGREEMENT Sony Corporation of America, a New York corporation, and Sony Corporation, a corporation organized under the laws of Japan, each hereby agrees, in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, that the Schedule 13G filed herewith, and any amendments thereto, relating to the shares of common stock, par value $0.001, of TiVo Inc., a Delaware corporation, is, and will be, filed jointly on behalf of each such person. Dated: October 15, 1999 SONY CORPORATION OF AMERICA By: /s/ Howard Stringer ------------------------ Name: Howard Stringer Title: President SONY CORPORATION By: /s/ Teruhisa Tokunaka ------------------------ Name: Teruhisa Tokunaka Title: Senior Managing Director -----END PRIVACY-ENHANCED MESSAGE-----