-----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, U+TkspG+22kPpgRPwn8ifKeNAgXpNTigbzoTPMONvUVzuWHq1lNQJ1gMZWx9xw9t onjnlrHnzKbU3yrg2IN3hQ== 0001178913-10-003087.txt : 20101122 0001178913-10-003087.hdr.sgml : 20101122 20101122080030 ACCESSION NUMBER: 0001178913-10-003087 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20101122 DATE AS OF CHANGE: 20101122 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Kilman Arie CENTRAL INDEX KEY: 0001361380 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 44 HACHORESH ST. CITY: KEFAR SHMARYAHU STATE: L3 ZIP: 46910 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BLUEPHOENIX SOLUTIONS LTD CENTRAL INDEX KEY: 0001029581 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] 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: 005-52583 FILM NUMBER: 101207229 BUSINESS ADDRESS: STREET 1: 8 MASKIT STREET CITY: HERZLIA STATE: L3 ZIP: 46120 BUSINESS PHONE: 972-9-952-6110 MAIL ADDRESS: STREET 1: 8 MASKIT STREET CITY: HERZLIA STATE: L3 ZIP: 46120 FORMER COMPANY: FORMER CONFORMED NAME: CRYSTAL SYSTEMS SOLUTIONS LTD DATE OF NAME CHANGE: 19961224 SC 13D/A 1 zk1009093.htm SC 13D/A zk1009093.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
__________

SCHEDULE 13D

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

BluePhoenix Solutions Ltd.
(Name of Issuer)
 
Ordinary shares, NIS0.01 par value
(Title of Class of Securities)
 
M 20157 10 9
(CUSIP Number)
 
Arie Kilman
c/o BluePhoenix Solutions Ltd.
8 Maskit St., Herzlia
Israel 46733
972-9-952-6110
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 
 November 21, 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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
 
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).
 
 
 
 
 
CUSIP No. M 20157 10 9
13D
 Page 2 of 7 Pages
1
NAMES OF REPORTING PERSONS
Arie Kilman
 
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Not applicable
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(b) o
3
SEC Use Only 
 
 
4
SOURCE OF FUNDS
  
    PF, OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
 
o
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
ISRAEL
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
7
 
 
SOLE VOTING POWER
 
1,493,533
8
 
 
SHARED VOTING POWER
 
None
9
 
 
SOLE DISPOSITIVE POWER
 
1,493,533
10
 
 
SHARED DISPOSITIVE POWER
 
None
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,493,533
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
5.6%.
14
TYPE OF REPORTING PERSON
 
IN
 
 
 
 

Explanatory Note
 
This Amendment No. 1 (this “Amendment”) to Schedule 13D relates to the ordinary shares, NIS0.01 par value per share (the “Ordinary Shares”), of BluePhoenix Solutions Ltd. (the “Company”).  This Amendment is being filed by Arie Kilman, Chief Executive Officer of the Company (the “Reporting Person”) to amend and supplement the Items set forth below of the Reporting Person’s original Schedule 13D (the “original 13D”), previously filed with the Securities and Exchange Commission on May 2, 2006.
 
Item 3.   Source and Amount of Funds or Other Consideration.
 
Item 3 is hereby supplemented as follows:
 
Since the original 13D, the Reporting Person has sold 157,438 Ordinary Shares and acquired beneficial ownership of 187,294 Ordinary Shares as follows:
 
 
(i)
From the date of the original 13D until December 31, 2008, the Reporting Person sold 15,438 shares in the market. The aggregate amount of funds generated from such sales was $85,720. From January 1, 2009 until the date hereof, the Reporting Person sold 142,000 shares under the Reporting Person’s 10b-5-1 plan. The aggregate amount of funds generated from such sales was $359,351 (excluding commissions and other execution-related costs); and
 
 
(ii)
During the period from January 1, 2008 through September 30, 2010, 546,882 restricted share units convertible into Ordinary Shares were granted to the Reporting Person under the Company’s 2007 award plan as compensation for his service as the Company’s chief executive officer or chairman of the board of directors. As of the date of this Amendment, 187,294 restricted share units were vested.
 
Item 5.   Interest in Securities of the Issuer.
 
Item 5 is amended and restated in its entirety as follows:
 
(a)           As of the date hereof, the Reporting Person beneficially owns an aggregate of 1,493,533 Ordinary Shares, 882,500 of which are presently exercisable pursuant to options to purchase Ordinary Shares and convertible upon vesting of restricted share units currently exercisable or exercisable within 60 days after the date of this report, representing approximately 5.6% of the Company’s outstanding Ordinary Shares, based on 25,594,352 Ordinary Shares outstanding as of September 30, 2010.
 
(b)           The Reporting Person has sole voting and dispositive power over the Ordinary Shares reported as beneficially owned by it.
 
(c)           There were no transactions that were effected during the last 60 days by the Reporting Person with respect to the Ordinary Shares.
 
(d)           Not applicable.
 
(e)           Not applicable.
 
 
 
 
 
SIGNATURES
 
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 22, 2010
 
 
By:
/s/ Arie Kilman  
    Name: Arie Kilman  
 




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