0000947871-18-000720.txt : 20180830 0000947871-18-000720.hdr.sgml : 20180830 20180830144031 ACCESSION NUMBER: 0000947871-18-000720 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180830 DATE AS OF CHANGE: 20180830 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EVERSPIN TECHNOLOGIES INC CENTRAL INDEX KEY: 0001438423 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 262640654 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89818 FILM NUMBER: 181046743 BUSINESS ADDRESS: STREET 1: 5670 W. CHANDLER BOULEVARD STREET 2: SUITE 100 CITY: CHANDLER STATE: AZ ZIP: 85226 BUSINESS PHONE: 480-347-1111 MAIL ADDRESS: STREET 1: 5670 W. CHANDLER BOULEVARD STREET 2: SUITE 100 CITY: CHANDLER STATE: AZ ZIP: 85226 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GLOBALFOUNDRIES Inc. CENTRAL INDEX KEY: 0001709048 IRS NUMBER: 980604079 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2600 GREAT AMERICA WAY CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: (408) 462-3900 MAIL ADDRESS: STREET 1: 2600 GREAT AMERICA WAY CITY: SANTA CLARA STATE: CA ZIP: 95054 SC 13G/A 1 ss105421_sc13ga.htm AMENDMENT NO. 1
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
SCHEDULE 13G/A
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2
 
UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

Everspin Technologies, Inc.

(Name of Issuer)
 

Common Stock, par value US$0.0001 per share

(Title of Class of Securities)
 

30041T104

(CUSIP Number)
 

December 31, 2018 (voluntary early filing)
(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)
☒          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 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).
 

 
SCHEDULE 13G/A
 
       
1
NAME OF REPORTING PERSONS
 
GLOBALFOUNDRIES Inc.
 
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
 
Cayman Islands
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
653,845
 
6 SHARED VOTING POWER
 
0
 
7 SOLE DISPOSITIVE POWER
 
653,845
 
8 SHARED DISPOSITIVE POWER
 
0
 
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
653,845
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
           
                  
 ☐
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
3.8% (1)
 
12 TYPE OF REPORTING PERSON (See Instructions)
 
CO
 
 
(1)  This percentage is calculated based upon 16,904,112 shares of common stock of the Issuer outstanding as of August 1, 2018, as set forth in the Issuer’s most recent Form 10-Q filed with the Securities and Exchange Commission on August 9, 2018.

SCHEDULE 13G/A
 
Item 1.
 
 
(a)
Name of Issuer:
 
Everspin Technologies, Inc.
 
(b)
Address of Issuer’s Principal Executive Offices:
 
5670 W. Chandler Boulevard, Suite 100
Chandler, Arizona 85226
 
Item 2.
 
 
(a)
Name of Person Filing:
 
GLOBALFOUNDRIES Inc.
 
(b)
Address of Principal Business Office or, if none, Residence:
 
 2600 Great America Way
 Santa Clara, California 95054

(c)
Citizenship:
 
Cayman Islands
 
(d)
Title of Class of Securities:
 
Common Stock, par value US$0.0001 per share
 
(e)
CUSIP Number:
 
30041T104
 
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.
 
The information required by Items 4(a) - (c) is set forth in Rows 5-11 of the cover page hereto and is incorporated herein by reference.
 
See Item 5 below.
 

SCHEDULE 13G/A
 
Item 5.
Ownership of Five Percent or Less of a Class.
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:  
 
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.
 
Not applicable.
 
Item 8.
Identification and Classification of Member of the Group.
 
Not applicable.
 
Item 9.
Notice of Dissolution of Group.
 
Not applicable.
 
Item 10.
Certification.
 
Not applicable.
 

 
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.
 
 
                    Dated: August 30, 2018
 
  GLOBALFOUNDRIES INC.   
         
         
 
By:
/s/ Samak L. Azar   
    Name:  Samak L. Azar   
    Title:    Chief Legal Counsel