DreamWorks Animation SKG, Inc.
|
(Name of Issuer)
|
Class A Common Stock (par value $.01 per share)
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(Title of Class of Securities)
|
26153 10 3
|
(CUSIP Number)
|
December 31, 2013
|
(Date of Event which Requires Filing of this Statement)
|
o
|
Rule 13d-1(b)
|
|
o
|
Rule 13d-1(c)
|
|
x
|
Rule 13d-1(d)
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CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 2 of 10 Pages
|
1
|
NAME OF REPORTING PERSON
I.R.S. INDENTIFICATION NO. OF ABOVE PERSON
JEFFREY KATZENBERG
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
NUMBER OF
SHARES
BENEFICIALLY OWNED BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
8,772,914
|
6
|
SHARED VOTING POWER
-0-
|
|
7
|
SOLE DISPOSITIVE POWER
8,772,914
|
|
8
|
SHARED DISPOSITIVE POWER
-0-
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,772,914
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%
|
|
12
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 3 of 10 Pages
|
1
|
NAME OF REPORTING PERSON
I.R.S. INDENTIFICATION NO. OF ABOVE PERSON
M&J K B LIMITED PARTNERSHIP
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
NUMBER OF
SHARES
BENEFICIALLY OWNED BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
8,772,914
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
8,772,914
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,772,914
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 4 of 10 Pages
|
1
|
NAME OF REPORTING PERSON
I.R.S. INDENTIFICATION NO. OF ABOVE PERSON
M&J K DREAM LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
NUMBER OF
SHARES
BENEFICIALLY OWNED BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
8,772,914
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
8,772,914
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,772,914
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 5 of 10 Pages
|
1
|
NAME OF REPORTING PERSON
I.R.S. INDENTIFICATION NO. OF ABOVE PERSON
M&J K DREAM CORP.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
|
NUMBER OF
SHARES
BENEFICIALLY OWNED BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
-0-
|
6
|
SHARED VOTING POWER
8,772,914
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
8,772,914
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,772,914
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.5%
|
|
12
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 6 of 10 Pages
|
Item 1(a).
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Name of Issuer:
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Item 1(b).
|
Address of Issuer’s Principal Executive Offices:
|
Item 2(a).
|
Name of Persons Filing:
|
Item 2(b).
|
Address of Principal Business Office or, if none, Residence:
|
CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 7 of 10 Pages
|
Item 2(c).
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Citizenship:
|
Item 2(d).
|
Title of Class of Securities:
|
Item 2(e).
|
CUSIP Number:
|
Item 3.
|
Not applicable. This Schedule 13G is filed pursuant to Rule 13d-1(d).
|
Item 4.
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Ownership:
Percentage ownership is based on 75,954,736 shares of Class A Common Stock outstanding per the Company’s Form 10-Q for the quarterly period ended September 30, 2013. In addition, for purposes of this calculation, the aggregate of 7,838,731 shares of Class B Common Stock held of record by M&J K B and M&J K Dream have been deemed to be outstanding shares of Class A Common Stock in accordance with Rule 13d-3(d)(1) of the Securities Exchange Act of 1934. Shares of Class B Common Stock are currently convertible into shares of Class A Common Stock on a one-for-one basis and do not expire. Mr. Katzenberg directly or indirectly controls each of the other Katzenberg Shareholders.
For each Reporting Person:
|
(a).
|
Amount beneficially owned:
See the response to Item 9 on the attached cover pages.
|
CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 8 of 10 Pages
|
(b).
|
Percent of Class:
See the response to Item 11 on the attached cover pages.
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(c).
|
Number of shares as to which such person has:
|
Item 5.
|
Ownership of Five Percent or Less of a Class
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
|
Item 8.
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Identification and Classification of Members of the Group
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CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 9 of 10 Pages
|
Item 9.
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Notice of Dissolution of Group
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Item 10.
|
Certifications
|
CUSIP No. 26153 10 3
|
SCHEDULE 13G |
Page 10 of 10 Pages
|
JEFFREY KATZENBERG
|
|
/s/ Jeffrey Katzenberg
|
|
Name: Jeffrey Katzenberg
|
M&J K B LIMITED PARTNERSHIP
|
||
By:
|
/s/ Jeffrey Katzenberg
|
|
Name: Jeffrey Katzenberg
Title: Authorized Person
|
M&J K DREAM LLC
|
||
By:
|
/s/ Michael Rutman
|
|
Name: Michael Rutman
Title: Vice President
|
M&J K DREAM CORP.
|
||
By:
|
/s/ Michael Rutman
|
|
Name: Michael Rutman
Title: Vice President
|