FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
JAKKS PACIFIC INC [ JAKK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/01/2012 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 04/09/2013 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 10/01/2012 | P | 135,600 | A | $13.76(1) | 1,002,372 | I | Through California Capital(2) | ||
Common Stock | 10/02/2012 | P | 65,000 | A | $13.76(1) | 1,067,372 | I | Through California Capital(2) | ||
Common Stock | 10/03/2012 | P | 100,000 | A | $13.71(1) | 1,167,372 | I | Through California Capital(2) | ||
Common Stock | 10/04/2012 | P | 100,000 | A | $13.87(1) | 1,267,372 | I | Through California Capital(2) | ||
Common Stock | 10/05/2012 | P | 103,640 | A | $13.98(1) | 1,371,012 | I | Through California Capital(2) | ||
Common Stock | 10/08/2012 | P | 88,208 | A | $13.82(1) | 1,459,220 | I | Through California Capital(2) | ||
Common Stock | 10/09/2012 | P | 200,000 | A | $13.87(1) | 1,659,220 | I | Through California Capital(2) | ||
Common Stock | 10/10/2012 | P | 84,300 | A | $13.68(1) | 1,743,520 | I | Through California Capital(2) | ||
Common Stock | 10/11/2012 | P | 149,262 | A | $13.98(1) | 1,892,782 | I | Through California Capital(2) | ||
Common Stock | 10/12/2012 | P | 83,000 | A | $13.98(1) | 1,975,782 | I | Through California Capital(2) | ||
Common Stock | 10/15/2012 | P | 24,218 | A | $13.73(1) | 2,000,000 | I | Through California Capital(2) | ||
Common Stock | 12/10/2012 | P | 10,300 | A | $12.57(1) | 2,010,300 | I | Through California Capital(2) | ||
Common Stock | 02/05/2013 | P | 3,400 | A | $12.95(1) | 2,013,700 | I | Through California Capital(2) | ||
Common Stock | 02/06/2013 | P | 2,664 | A | $12.95(1) | 2,016,364 | I | Through California Capital(2) | ||
Common Stock | 02/22/2013 | P | 34,400 | A | $12.12(1) | 2,050,764 | I | Through California Capital(2) | ||
Common Stock | 02/25/2013 | P | 50,000 | A | $12.02(1) | 2,100,764 | I | Through California Capital(2) | ||
Common Stock | 02/26/2013 | P | 31,000 | A | $12.08(1) | 2,131,764 | I | Through California Capital(2) | ||
Common Stock | 02/27/2013 | P | 30,000 | A | $12.13(1) | 2,161,764 | I | Through California Capital(2) | ||
Common Stock | 02/28/2013 | P | 30,000 | A | $12.15(1) | 2,191,764 | I | Through California Capital(2) | ||
Common Stock | 04/05/2013 | P | 127,070 | A | $10.3(1) | 2,318,834 | D | |||
Common Stock | 04/08/2013 | P | 35,363 | A | $10.4(1) | 2,354,197 | D | |||
Common Stock | 04/09/2013 | P | 77,189 | A | $10.52(1) | 2,431,386 | D | |||
Common Stock | 04/09/2013 | P | 660,000 | A | $10.43 | 3,091,386 | I | Through California Capital(2) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant | $16.2823 | 09/12/2012 | 09/12/2017 | Common Stock | 1,500,000 | 1,500,000 | I | Through NantWorks LLC(3) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. These shares of common stock were purchased on the open market. The price reported in Column 4 is a weighted average purchase price. Dr. Patrick Soon-Shiong and California Capital Z, LLC ("California Capital") undertakes to provide to JAKKS Pacific, Inc. (the "Company"), any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were purchased. |
2. Dr. Soon-Shiong is the sole member of California Capital. |
3. California Capital is the sole member of NantWorks LLC. |
Remarks: |
This Form 4/A supersedes in its entirety the Form 4 filed by Dr. Soon-Shiong and California Capital on April 9, 2013. For the avoidance of doubt, the disclosure of any securities in this Form 4/A shall not be construed as an admission of beneficial ownership for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, of any such securities. |
/s/ Patrick Soon-Shiong | 07/15/2013 | |
/s/ Charles Kenworthy, Manager of California Capital Z, LLC | 07/15/2013 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |