SC 13G 1 a05-22139_1sc13g.htm BENEFICIAL OWNERSHIP OF 5% OR MORE

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Rule 13D-102)

 

Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

Palm, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

 

696643105

 

(CUSIP Number)

 

 

December 12, 2005

 

(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)

ý    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 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).

 

Page 1 of 14


 

CUSIP NO. 696643105

13G

Page 2 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Citadel Limited Partnership

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Illinois limited partnership

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

PN; HC

 

Page 2 of 14


 

CUSIP NO. 696643105

13G

Page 3 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Citadel Investment Group, L.L.C.

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware limited liability company

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

OO; HC

 

Page 3 of 14

 


 

CUSIP NO. 696643105

13G

Page 4 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Kenneth Griffin

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

IN; HC

 

Page 4 of 14

 


 

 

CUSIP NO. 696643105

13G

Page 5 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Citadel Wellington LLC

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware limited liability company

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

OO; HC

 

Page 5 of 14

 


 

CUSIP NO. 696643105

13G

Page 6 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Citadel Kensington Global Strategies Fund Ltd.

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Bermuda company

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

CO; HC

 

Page 6 of 14

 


 

CUSIP NO. 696643105

13G

Page 7 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Citadel Equity Fund Ltd.

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands company

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

CO

 

Page 7 of 14

 


 

CUSIP NO. 696643105

13G

Page 8 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Citadel Derivatives Group LLC

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware limited liability company

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

OO; BD

 

Page 8 of 14

 


 

CUSIP NO. 696643105

13G

Page 9 of 14 Pages

 

 

1.

NAMES OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON

 

Citadel Credit Products Ltd.

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

 

(a)

ý

 

 

 

(b)

o

 

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands company

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

2,836,258 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

See Row 6 above.

 

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above.

 

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

 

CERTAIN SHARES                                                                                                                                                       o

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 5.7% as of the date of this filing

 

12.

TYPE OF REPORTING PERSON

CO; HC

 

Page 9 of 14

 


 

CUSIP NO. 696643105

13G

Page 10 of 14 Pages

 

Item 1

(a)

Name of Issuer:              PALM, INC.

        1

(b)

Address of Issuer’s Principal Executive Offices:

 

                                                                                                 950 West Maude

                                                                                                 Sunnyvale, CA 94085

 

Item 2(a)

Name of Person Filing

Item 2(b)

Address of Principal Business Office or, if none, Residence

Item 2(c)

Citizenship

 

Citadel Limited Partnership

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Illinois limited partnership

 

Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Delaware limited liability company

 

Kenneth Griffin

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

U.S. Citizen

 

Citadel Wellington LLC

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Delaware limited liability company

 

Page 10 of 14

 


 

CUSIP NO. 696643105

13G

Page 11 of 14 Pages

 

Citadel Kensington Global Strategies Fund Ltd.

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Bermuda company

 

Citadel Equity Fund Ltd.

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Cayman Islands company

 

Citadel Derivatives Group LLC

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Delaware limited liability company

 

Citadel Credit Products Ltd.

c/o Citadel Investment Group, L.L.C.

131 S. Dearborn Street

32nd Floor

Chicago, Illinois 60603

Cayman Islands company

 

2(d)

Title of Class of Securities:

Common Stock, par value $.001 per share

2(e)

CUSIP Number:                                                696643105

 

Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under Section 15 of the Exchange Act;

 

(b)

o

Bank as defined in Section 3(a)(6) of the Exchange Act;

 

(c)

o

Insurance company as defined in Section 3(a)(19) of the Exchange Act;

 

(d)

o

Investment company registered under Section 8 of the Investment Company Act;

 

Page 11 of 14

 


 

CUSIP NO. 696643105

13G

Page 12 of 14 Pages

 

 

(e)

o

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

(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;

 

(j)

o

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

                                                                                      If this statement is filed pursuant to Rule 13d-1(c), check this box.  ý

 

Item 4.                                                   Ownership:

 

CITADEL LIMITED PARTNERSHIP
CITADEL INVESTMENT GROUP, L.L.C.
KENNETH GRIFFIN
CITADEL WELLINGTON LLC
CITADEL KENSINGTON GLOBAL STRATEGIES FUND LTD.
CITADEL EQUITY FUND LTD.

CITADEL DERIVATIVES GROUP LLC

CITADEL CREDIT PRODUCTS LTD.

 

(a)                                  Amount beneficially owned:

2,836,258 shares

(b)                                 Percent of Class:

Approximately 5.7% as of the date of this filing

(c)                                  Number of shares as to which such person has:

(i)                                     sole power to vote or to direct the vote:

0

 

(ii)                                  shared power to vote or to direct the vote:

                                                See Item 4(a) above.

 

Page 12 of 14

 


 

CUSIP NO. 696643105

13G

Page 13 of 14 Pages

 

(iii)                               sole power to dispose or to direct the disposition of:

0

 

(iv)                              shared power to dispose or to direct the disposition of:

                                                See Item 4(a) above.

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:

 

See Item 2 above.

 

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.

 

* Adam C. Cooper is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed with the Securities and Exchange Commission on November 19, 2002, and hereby incorporated by reference herein.  The power of attorney was filed as an attachment to a filing by Citadel Limited Partnership on Form 3 for Metals USA, Inc.

 

Page 13 of 14

 


 

CUSIP NO. 696643105

13G

Page 14 of 14 Pages

 

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.

 

Dated this 20th day of December, 2005

 

KENNETH GRIFFIN

 

 

CITADEL KENSINGTON GLOBAL

 

 

 

 

STRATEGIES FUND LTD.

 

By:

/s/ Adam C. Cooper

 

 

 

 

 

 

Adam C. Cooper, attorney-in-fact*

 

 

By:

Citadel Limited Partnership,

 

 

 

 

 

 

its Portfolio Manager

 

CITADEL INVESTMENT GROUP, L.L.C.

 

 

 

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

 

By:

/s/ Adam C. Cooper

 

 

 

its General Partner

 

 

Adam C. Cooper, Senior Managing

 

 

 

 

 

 

Director and General Counsel

 

 

By:

/s/ Adam C. Cooper

 

 

 

 

 

 

Adam C. Cooper, Senior Managing

 

CITADEL LIMITED PARTNERSHIP

 

 

 

Director and General Counsel

 

 

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

CITADEL EQUITY FUND LTD.

 

its General Partner

 

 

 

 

 

 

 

 

 

By:

Citadel Limited Partnership,

 

By:

/s/ Adam C. Cooper

 

 

 

its Portfolio Manager

 

 

Adam C. Cooper, Senior Managing

 

 

 

 

 

 

Director and General Counsel

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

 

 

 

 

its General Partner

 

CITADEL WELLINGTON LLC

 

 

 

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

Citadel Limited Partnership,

 

 

 

Adam C. Cooper, Senior Managing

 

 

its Managing Member

 

 

 

Director and General Counsel

 

 

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

CITADEL DERIVATIVES GROUP LLC

 

its General Partner

 

 

 

 

 

 

 

 

 

By:

Citadel Limited Partnership,

 

By:

/s/ Adam C. Cooper

 

 

 

its Managing Member

 

 

Adam C. Cooper, Senior Managing

 

 

 

 

 

 

Director and General Counsel

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

 

 

 

 

its General Partner

 

CITADEL CREDIT PRODUCTS LTD.

 

 

 

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

By:

Citadel Limited Partnership,

 

 

 

Adam C. Cooper, Senior Managing

 

 

its Portfolio Manager

 

 

 

Director and General Counsel

 

 

 

 

 

 

 

 

By:

Citadel Investment Group, L.L.C.,

 

 

 

 

 

 

its General Partner

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ Adam C. Cooper

 

 

 

 

 

 

Adam C. Cooper, Senior Managing

 

 

 

 

 

 

Director and General Counsel

 

 

 

 

 

 

Page 14 of 14