-----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, AijkeyWaxMNRXYsun3jJFwh2Ee2a/rPmuXbU80bTk9/xb+bv+OmvUGoBq+euaSqL UYGVzf+2MAJ9OC60NrR3bA== 0001221825-05-000022.txt : 20050214 0001221825-05-000022.hdr.sgml : 20050214 20050214155428 ACCESSION NUMBER: 0001221825-05-000022 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050214 DATE AS OF CHANGE: 20050214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EMAGIN CORP CENTRAL INDEX KEY: 0001046995 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 880378451 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-61061 FILM NUMBER: 05609809 BUSINESS ADDRESS: STREET 1: 2070 ROUTE 52 STREET 2: SUITE 2000 CITY: HOPEWELL JUNCTION STATE: NY ZIP: 12533 BUSINESS PHONE: 845 838 7900 MAIL ADDRESS: STREET 1: 2070 ROUTE 52 STREET 2: SUITE 2000 CITY: HOPEWELL JUNCITON STATE: NY ZIP: 12533 FORMER COMPANY: FORMER CONFORMED NAME: FASHION DYNAMICS CORP DATE OF NAME CHANGE: 19980805 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HAYWOOD GEORGE WEAVER CENTRAL INDEX KEY: 0001000514 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 2126920004 MAIL ADDRESS: STREET 1: CARE OF CRONIN AND VRIS, LLP STREET 2: 380 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G/A 1 emagin_13gamend1-050214.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- SCHEDULE 13G (RULE 13D-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(B),(C) AND (D) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(B) (AMENDMENT NO. 1)1 eMagin Corporation (Name of Issuer) Common Stock, par value $.001 per share (Title of Class of Securities) 29076N 10 7 (CUSIP Number) December 31, 2004 (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) - ----------------------- 1 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 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. 29076N 10 7 13G PAGE 2 OF 6 PAGES - -------------------------------------------------------------------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) George W. Haywood - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A - -------------------------------------------------------------------------------- NUMBER OF 5. SOLE VOTING POWER 6,583,000 (1) SHARES ----------------------------------------------------- BENEFICIALLY 6. SHARED VOTING POWER 0 OWNED BY ----------------------------------------------------- EACH 7. SOLE DISPOSITIVE POWER 6,583,000 (1) REPORTING ----------------------------------------------------- PERSON WITH 8. SHARED DISPOSITIVE POWER 0 ------------------------------------------------------------------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,583,000 (1) - -------------------------------------------------------------------------------- 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% - -------------------------------------------------------------------------------- 12. TYPE OF REPORTING PERSON * IN - -------------------------------------------------------------------------------- (1) Does not include an aggregate of 4,203,187 shares of common stock issuable upon exercise of warrants held by Mr. Haywood. Such warrants are not exercisable to the extent that after giving effect to such exercise Mr. Haywood would beneficially own more than 4.99% of the outstanding shares of common stock of eMagin Corporation. Accordingly, Mr. Haywood does not currently beneficially own the shares of common stock underlying such warrants. * SEE INSTRUCTIONS BEFORE FILLING OUT. 2 ITEM 1(A). NAME OF ISSUER: eMagin Corporation ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 2070 Route 52, Hopewell Junction, New York 12533 ITEM 2(A). NAME OF PERSON FILING: George W. Haywood ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: c/o Cronin & Vris, LLP, 380 Madison Avenue, 24th Floor, New York, New York 10017 ITEM 2(C). CITIZENSHIP: U.S.A ITEM 2(D). TITLE OF CLASS OF SECURITIES: Common Stock, par value $.001 per share ITEM 2(E). CUSIP NUMBER 29076N 10 7 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 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 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 control person in accordance with Rule 13d-1(b) (1) (ii) (G); 3 (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 the Investment Company Act. (j) [ ] Group, in accordance with Rule 13d-1 (b) (1) (ii) (J). ITEM 4. OWNERSHIP. Provide the following information regarding the aggregate number and percentage of the class of securities of the issue identified in Item 1. (a) Amount Beneficially Owned: 6,583,000 (1) (b) Percent of Class: 8.3% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 6,583,000 (1) (ii) shared power to vote or to direct vote: 0 (iii) sole power to dispose or to direct the disposition of: 6,583,000 (1) (iv) shared power to dispose or to direct the disposition of: 0 - ------------------- (1) Does not include an aggregate of 4,203,187 shares of common stock issuable upon exercise of warrants held by Mr. Haywood. Such warrants are not exercisable to the extent that after giving effect to such exercise Mr. Haywood would beneficially own more than 4.99% of the outstanding shares of common stock of eMagin Corporation. Accordingly, Mr. Haywood does not currently beneficially own the shares of common stock underlying such warrants. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. Not applicable. 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. 4 ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable. 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. 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 14, 2005 ----------------------------- (Date) /s/ George W. Haywood ----------------------------- (Signature) George W. Haywood ----------------------------- (Name/Title) 6 -----END PRIVACY-ENHANCED MESSAGE-----