-----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, RY66eeDeRFDklo0mUti+fXT7ciP5j2o/p6UDHgKfV3zj/S4fvwdCnOIuapboU5Vj FNvkIsJkyavbJ2nUc175Xg== 0001104659-07-009767.txt : 20070213 0001104659-07-009767.hdr.sgml : 20070213 20070212172422 ACCESSION NUMBER: 0001104659-07-009767 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070212 DATE AS OF CHANGE: 20070212 GROUP MEMBERS: SHIRIN N. KARSAN FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Karsan Nooruddin S CENTRAL INDEX KEY: 0001326273 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 610.971.9171 MAIL ADDRESS: STREET 1: C/O KENEXA CORPORATION STREET 2: 650 EAST SWEDESFORD ROAD, 2ND FLOOR CITY: WAYNE STATE: PA ZIP: 19087 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KENEXA CORP CENTRAL INDEX KEY: 0001114714 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 233024258 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81548 FILM NUMBER: 07604476 BUSINESS ADDRESS: STREET 1: 650 EAST SWEDESFORD ROAD STREET 2: 2ND FLOOR CITY: WAYNE STATE: PA ZIP: 19087 BUSINESS PHONE: 6109719171 MAIL ADDRESS: STREET 1: 650 EAST SWEDESFORD ROAD STREET 2: 2ND FLOOR CITY: WAYNE STATE: PA ZIP: 19087 FORMER COMPANY: FORMER CONFORMED NAME: TALENTPOINT INC DATE OF NAME CHANGE: 20000515 SC 13G/A 1 a07-3945_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Kenexa Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

488879107

(CUSIP Number)

 

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

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).

 




 

 

CUSIP No. 488879107

 

 

1.

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

Nooruddin S. Karsan

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
27,400

 

6.

Shared Voting Power
1,398,130

 

7.

Sole Dispositive Power
27,400

 

8.

Shared Dispositive Power
1,198,130

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,425,530

 

 

10.

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

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.8%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

2




 

CUSIP No. 488879107

 

 

1.

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

Shirin N. Karsan

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
0

 

6.

Shared Voting Power
1,398,130

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,198,130

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,398,130

 

 

10.

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

 

 

11.

Percent of Class Represented by Amount in Row (9)
6.7%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

3




 

Item 1.

 

(a)

Name of Issuer
Kenexa Corporation

 

(b)

Address of Issuer’s Principal Executive Offices
650 East Swedesford Road

Wayne, Pennsylvania 19087

 

Item 2.

 

(a)

Name of Person Filing
Nooruddin S. Karsan

Shirin N. Karsan

 

(b)

Address of Principal Business Office or, if none, Residence
Nooruddin S. and Shirin N. Karsan

c/o Kenexa Corporation

650 East Swedesford Road

Wayne, Pennsylvania 19087

 

(c)

Citizenship
United States

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
488879107

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

x

Not applicable

 

 

4




 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:  Nooruddin S. Karsan beneficially owns an aggregate of 1,425,530 shares of Common Stock, including 1,398,130 shares owned jointly with his wife, Shirin N. Karsan, and 27,400 shares purchasable upon the exercise of stock options.  Shirin N. Karsan beneficially owns 1,398,130 shares of Common Stock, all of which are owned jointly with her husband, Nooruddin S. Karsan.  Pursuant to a variable post-paid forward contract to which Mr. Karsan is a party, Mr. Karsan has pledged 200,000 shares of Common Stock to secure his obligations under that contract; the reporting persons, however, have retained the power to vote such shares.

 

 

(b)

Percent of class:  Nooruddin S. Karsan beneficially owns 6.8% of the class.  Shirin N. Karsan beneficially owns 6.7% of the class.  Collectively, Nooruddin S. Karsan and Shirin N. Karsan beneficially own 6.8% of the class.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote:  Nooruddin S. Karsan has sole power to vote or to direct the vote of 27,400 shares of Common Stock.  Shirin N. Karsan does not have sole power to vote or to direct the vote of any shares of Common Stock.

 

 

 

(ii)

Shared power to vote or to direct the vote:  Nooruddin S. Karsan and Shirin N. Karsan have shared power to vote or to direct the vote of 1,398,130 shares of Common Stock.

 

 

(iii)

Sole power to dispose or to direct the disposition of:  Nooruddin S. Karsan has sole power to dispose or to direct the disposal of 27,400 shares of Common Stock.  Shirin N. Karsan does not have sole power to dispose or to direct the disposal of any shares of Common Stock.

 

 

(iv)

Shared power to dispose or to direct the disposition of:  Nooruddin S. Karsan and Shirin N. Karsan have shared power to dispose or to direct the disposal of 1,198,130 shares of Common Stock.

 

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   o.

 

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 or Control Person

 

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.

 

 

 

5




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 12, 2007

 

Date

 


/s/ Nooruddin S. Karsan

 

Name:  Nooruddin S. Karsan

 


/s/ Shirin N. Karsan

 

Name:  Shirin N. Karsan

 

6



-----END PRIVACY-ENHANCED MESSAGE-----