-----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, A7IOEPsaw6Q9ivZYnGGy7J1L8rUf/7xgKXO/lL2J4llM3Hd3V/vWBHtaEBRA38Iw jFpdnffssh5P9xvdqhgbYA== 0001104659-03-001928.txt : 20030213 0001104659-03-001928.hdr.sgml : 20030213 20030213120158 ACCESSION NUMBER: 0001104659-03-001928 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030213 GROUP MEMBERS: ABHA SINGHAL FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SINGHAL ANIL K CENTRAL INDEX KEY: 0001040585 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O NETSCOUT SYTEMS INC STREET 2: 4 TECHNOLOGY PARK DRIVE CITY: WESTFORD STATE: MA ZIP: 01886 MAIL ADDRESS: STREET 1: C/O NETSCOUT SYTEMS INC STREET 2: 4 TECHNOLOGY PARK DRIVE CITY: WESTFORD STATE: MA ZIP: 01886 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NETSCOUT SYSTEMS INC CENTRAL INDEX KEY: 0001078075 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 042837575 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-57845 FILM NUMBER: 03557481 BUSINESS ADDRESS: STREET 1: 4 TECHNOLOGY PARK DR CITY: WESTFORD STATE: MA ZIP: 01886 BUSINESS PHONE: 9786144000 MAIL ADDRESS: STREET 1: 4 TECHNOLOGY PARK DRIVE CITY: WESTFORD STATE: MA ZIP: 01886 SC 13G/A 1 j7359_sc13ga.htm SC 13G/A

SEC 1745
(02-02)


Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13G

Estimated average burden hours per response. . 11

 

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

 

NetScout Systems, Inc.

(Name of Issuer)

 

Common Stock, $.001 Par Value

(Title of Class of Securities)

 

64115 T 10 4

(CUSIP Number)

 

December 31, 2002

(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)

[     ]

Rule 13d-1(c)

[ X ]

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.  64115 T 10 4

 

 

1.

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

 

 

2.

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

 

 

(a)

[     ]

 

 

(b)

[     ]

 

 

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
2,564,473 shares

 

6.

Shared Voting Power
738,205 shares

 

7.

Sole Dispositive Power
2,564,473 shares

 

8.

Shared Dispositive Power
738,205 shares

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
3,302,678 shares

 

 

10.

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

 

 

11.

Percent of Class Represented by Amount in Row (9)
11.0%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

2



 

CUSIP No.  64115 T 10 4

 

 

1.

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

 

 

2.

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

 

 

(a)

[     ]

 

 

(b)

[     ]

 

 

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
1,332,786 shares

 

6.

Shared Voting Power
340,000 shares

 

7.

Sole Dispositive Power
1,332,786 shares

 

8.

Shared Dispositive Power
340,000 shares

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,672,786 shares

 

 

10.

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

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.6%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

3



 

Item 1.

 

(a)

Name of Issuer
NetScout Systems, Inc. (the “Company”)

 

(b)

Address of Issuer's Principal Executive Offices
310 Littleton Road, Westford, MA  01886.

 

Item 2.

 

(a)

Name of Person Filing
Anil Singhal and Abha Singhal.

 

(b)

Address of Principal Business Office or, if none, Residence
The address of the principal business office of Anil Singhal is 310 Littleton Road, Westford, MA  01886.  The residence of Abha Singhal is 265 Kimball Road, Carlisle, MA 01741.

 

(c)

Citizenship
Anil Singhal and Abha Singhal are citizens of the United States.

 

(d)

Title of Class of Securities
Common Stock, $.001 Par Value.

 

(e)

CUSIP Number
64115 T 10 4

 

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:

 

Not Applicable.

 

 

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:    Mr. Singhal beneficially owns 3,302,678 shares of Common Stock.  Mr. Singhal directly owns 2,536,546 shares of Common Stock and has presently exercisable options to purchase 27,927 shares of Common Stock.  In addition, 398,205 shares are held by two trusts for the benefit of Mr. Singhal’s children; Mr. Singhal is one of two trustees of each such trust.

Mrs. Singhal beneficially owns 1,672,786 shares of Common Stock.  Mrs. Singhal directly owns 1,332,786 shares of Common Stock.

340,000 shares of Common Stock are held by a family limited partnership of which Mr. and Mrs. Singhal are the general partners and trusts for the benefit of their children are the limited partners.

Mr. and Mrs. Singhal are spouses.  Mr. Singhal may be deemed to beneficially own the 1,672,786 shares of Common Stock beneficially owned by Mrs. Singhal. Mr. Singhal disclaims beneficial ownership of 1,332,786 of such shares.  Mrs. Singhal may be deemed to beneficially own the 3,302,678 shares of Common Stock beneficially owned by Mr.

 

4



 

 

 

Singhal.  Mrs. Singhal disclaims beneficial ownership of 2,963,678 of such shares.

The amount beneficially owned by Mr. and Mrs. Singhal does not include 485,328 shares held by The Abha Singhal GRAT - 2001 and 431,886 shares held by The Abha Singhal GRAT II - 2001.  Neither Mr. nor Mrs. Singhal have voting power or dispositive power over the shares held by such trusts.

 

(b)

Percent of class:   

Anil Singhal:  11.0%
Abha Singhal:  5.6%

The foregoing percentages are calculated based on the 29,982,671 shares of Common Stock reported to be outstanding on February 6, 2003 in the Company’s Form 10-Q for the quarter ended December 31, 2002.

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote   
Anil Singhal:         2,564,473
Abha Singhal:       1,332,786

 

 

(ii)

Shared power to vote or to direct the vote   
Anil Singhal:         738,205
Abha Singhal:       340,000

 

 

(iii)

Sole power to dispose or to direct the disposition of   
Anil Singhal:         2,564,473
Abha Singhal:       1,332,786

 

 

(iv)

Shared power to dispose or to direct the disposition of   
Anil Singhal:         738,205
Abha Singhal:       340,000

 

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

 

5



 

 

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.  This statement on Schedule 13G is not filed pursuant to §240.13d-1(b) nor §240.13d-1(c).

 

 

6



 

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 13, 2003

 

Date

 

/s/ Anil Singhal

 

Signature

 


Anil Singhal

 

Name/Title

 

 

 

/s/ Abha Singhal

 

Signature

 


Abha Singhal

 

Name/Title

 

 

7



 

Exhibit 1

 

AGREEMENT

 

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing information required by Schedule 13G needs be filed with respect to the ownership by each of the undersigned of shares of capital stock of NetScout Systems, Inc.

 

 

February 13, 2003

 

Date

 

/s/ Anil Singhal

 

Signature

 


Anil Singhal

 

Name/Title

 

 

 

/s/ Abha Singhal

 

Signature

 


Abha Singhal

 

Name/Title

 

 

8


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