-----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, NZaNb+UkCCd0N56mWW9Wue88YwQ2ogG8+H7Q2DYkMUKJc2YSVXhLk9LmRowKNhgR yaf1LhBNhVRpgFk/Veuo4w== 0001179591-07-000039.txt : 20071115 0001179591-07-000039.hdr.sgml : 20071115 20071115070846 ACCESSION NUMBER: 0001179591-07-000039 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071115 DATE AS OF CHANGE: 20071115 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TIKCRO TECHNOLOGIES LTD CENTRAL INDEX KEY: 0001117095 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50926 FILM NUMBER: 071247668 BUSINESS ADDRESS: STREET 1: 126 YIGAL ALLON STREET CITY: TEL AVIV ISRAEL STATE: L3 ZIP: 67443 BUSINESS PHONE: 972 3696 2121 MAIL ADDRESS: STREET 1: 126 YIGAL ALLON STREET CITY: TEL AVIV ISRAEL STATE: L3 ZIP: 67443 FORMER COMPANY: FORMER CONFORMED NAME: TIOGA TECHNOLOGIES LTD DATE OF NAME CHANGE: 20000623 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PANETH ERIC CENTRAL INDEX KEY: 0001220575 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 126 YIGAL ALLON ST STREET 2: TE CITY: TEL AVIV ISRAEL STATE: L3 ZIP: 9999999999 SC 13D/A 1 form13daeric151107.txt SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tikcro Technologies Ltd. (Name of Issuer) Ordinary Shares, no par value (Title of Class of Securities) M8790M 11 2 (CUSIP number) Eric Paneth 126 Yigal Allon Street Tel Aviv 67443 Israel 972-3-696-2121 (Name, address and telephone number of person authorized to receive notices and communications) November 1, 2007 (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 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 Rule 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 ("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). SCHEDULE 13D/A CUSIP No. M8790M 11 2 1. Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) Eric Paneth 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS OO 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Israel 7. SOLE VOTING POWER 962,865 NUMBER OF SHARES 8. SHARED VOTING POWER 98,837 BENEFICIALLY OWNED BY EACH 9. SOLE DISPOSITIVE POWER 962,865 REPORTING PERSON WITH 10. SHARED DISPOSITIVE POWER 98,837 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,061,702 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.2% 14. TYPE OF REPORTING PERSON IN This Amendment No. 1 to Schedule 13D (this "Schedule 13D") amends and restates the Schedule 13D filed by Eric Paneth (the "Reporting Person") with the Securities and Exchange Commission on April 19, 2001. Item 1. Security and Issuer This Schedule 13D relates to Ordinary Shares, no par value (the "Ordinary Shares"), of Tikcro Technologies Ltd., an Israeli corporation (the "Issuer" or "Tikcro") whose principal executive offices are located at 126 Yigal Allon Street, Tel Aviv 67443 Israel. Item 2. Identity and Background (a) Name: Eric Paneth (b) Business Address: 126 Yigal Allon Street, Tel Aviv 67443 Israel (c) Principal Occupation: The Reporting Person is the Chief Executive Officer and a director of Orckit Communications Ltd. ("Orckit"), an Israeli corporation whose principal executive offices are located at 126 Yigal Allon Street, Tel Aviv 67443 Israel. The principal business of Orckit is the development of advanced telecom equipment. The Reporting Person is also a director of the Issuer. (d) Criminal Convictions: The Reporting Person has not been, during the last five years, convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). (e) Civil Proceedings: The Reporting Person has not been, during the last five years, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Citizenship: Israel Item 3. Source and Amounts of Funds or Other Consideration On November 1, 2007, the Reporting Person exercised options to purchase 73,333 Ordinary Shares of the Issuer (the "Options") at an exercise price of $0.08 per Ordinary Share. The Options were granted to the Reporting Person pursuant to the Issuer's incentive stock option plan in 2000 and 2001. The Reporting Person used personal funds to pay the aggregate exercise price for the Options -- $5,867. Item 4. Purposes of Transaction The reporting person is holding the Ordinary Shares he beneficially owns for purposes of investment. The Reporting Person intends to review on a continuing basis his investment in the Ordinary Shares and take such actions with respect to his investment, as he deems appropriate in light of the circumstances existing from time to time. Such actions could include, among other things, disposing of the shares, in whole or in part, at any time, subject to the terms of applicable laws. Any such decision would be based on an assessment by the Reporting Person of a number of different factors, including, without limitation, the business, prospects and affairs of the Issuer, the market for the Ordinary Shares, the condition of the securities markets, the economic and political environment in Israel, general economic and industry conditions and other opportunities available to or matters affecting the Reporting Person. Item 5. Interest in the Securities of the Issuer (a), (b) See the responses to Items 7 through 11 and 13 of the cover page to this Schedule 13D. The aggregate of 1,061,702 Ordinary Shares beneficially owned by the Reporting Person, representing 13.2% of the issued and outstanding Ordinary Shares of the Issuer, include 962,865 Ordinary Shares held directly by the Reporting Person as well as 98,837 Ordinary Shares held by Lashtar Ltd., an Israeli company of which the Reporting Person is the controlling shareholder. (c) Except as described herein, no transactions in the Ordinary Shares were effected by the reporting Person during the 60 days prior to the date of this Schedule 13D. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer -------------------------------------------------------------- Not applicable. Item 7. Materials to be Filed as Exhibits Not applicable. SIGNATURE After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: November 14, 2007 /s/ Eric Paneth ----------------- Eric Paneth -----END PRIVACY-ENHANCED MESSAGE-----