Amended Statement of Ownership (sc 13g/a)
January 24 2020 - 04:24PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Silicom Ltd.
(Translation of Issuer’s name into English)
(Name of Issuer)
Ordinary Shares, nominal value 0.01 New Israeli Shekels per
Share
(Title of Class of Securities)
M84116108
(CUSIP Number)
December 31, 2019
(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)
*
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).
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1. |
|
NAMES
OF REPORTING PERSONS
Ibex
Investors LLC
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|
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2. |
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see
instructions)
(a) ☐
(b) ☐
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|
3. |
|
SEC
USE ONLY
|
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4. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Colorado,
USA
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
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5. |
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SOLE
VOTING POWER
530,700*
|
|
6. |
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SHARED
VOTING POWER
0
|
|
7. |
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SOLE
DISPOSITIVE POWER
530,700*
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8. |
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SHARED
DISPOSITIVE POWER
0
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|
|
|
|
|
9. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,700*
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10. |
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
(see
instructions) ☐
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|
|
11. |
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
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|
|
12. |
|
TYPE
OF REPORTING PERSON (see instructions)
OO
|
|
|
____________________________
*
Ownership information above is as of the end of business on January
23, 2020, the business day before the filing date of this Schedule
13G.
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|
1. |
|
NAMES
OF REPORTING PERSONS
Justin
B. Borus
|
|
|
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
USA
|
|
|
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
|
5. |
|
SOLE
VOTING POWER
530,700*
|
|
6. |
|
SHARED
VOTING POWER
0
|
|
7. |
|
SOLE
DISPOSITIVE POWER
530,700*
|
|
8. |
|
SHARED
DISPOSITIVE POWER
0
|
|
|
|
|
|
9. |
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,700*
|
|
|
10. |
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
(see
instructions) ☐
|
|
|
11. |
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
|
|
|
12. |
|
TYPE
OF REPORTING PERSON (see instructions)
IN
|
|
|
____________________________
*
Ownership information above is as of the end of business on January
23, 2020, the business day before the filing date of this Schedule
13G.
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|
|
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|
1. |
|
NAMES
OF REPORTING PERSONS
Ibex
Israel Fund LLLP
|
|
|
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
Delaware,
USA
|
|
|
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
|
5. |
|
SOLE
VOTING POWER
530,700*
|
|
6. |
|
SHARED
VOTING POWER
0
|
|
7. |
|
SOLE
DISPOSITIVE POWER
530,700*
|
|
8. |
|
SHARED
DISPOSITIVE POWER
0
|
|
|
|
|
|
9. |
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,700*
|
|
|
10. |
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
(see
instructions) ☐
|
|
|
11. |
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
|
|
|
12. |
|
TYPE
OF REPORTING PERSON (see instructions)
PN
|
|
|
____________________________
*
Ownership information above is as of the end of business on January
23, 2020, the business day before the filing date of this Schedule
13G.
|
|
|
|
|
1. |
|
NAMES
OF REPORTING PERSONS
Ibex
GP LLC
|
|
|
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
Delaware,
USA
|
|
|
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
|
5. |
|
SOLE
VOTING POWER
530,700*
|
|
6. |
|
SHARED
VOTING POWER
0
|
|
7. |
|
SOLE
DISPOSITIVE POWER
530,700*
|
|
8. |
|
SHARED
DISPOSITIVE POWER
0
|
|
|
|
|
|
9. |
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,700*
|
|
|
10. |
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
(see
instructions) ☐
|
|
|
11. |
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
|
|
|
12. |
|
TYPE
OF REPORTING PERSON (see instructions)
OO
|
|
|
____________________________
*
Ownership information above is as of the end of business on January
23, 2020, the business day before the filing date of this Schedule
13G.
|
|
|
|
|
1. |
|
NAMES
OF REPORTING PERSONS
Ibex
Investment Holdings LLC
|
|
|
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
Delaware,
USA
|
|
|
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH |
|
5. |
|
SOLE
VOTING POWER
530,700*
|
|
6. |
|
SHARED
VOTING POWER
0
|
|
7. |
|
SOLE
DISPOSITIVE POWER
530,700*
|
|
8. |
|
SHARED
DISPOSITIVE POWER
0
|
|
|
|
|
|
9. |
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,700*
|
|
|
10. |
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
(see
instructions) ☐
|
|
|
11. |
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
|
|
|
12. |
|
TYPE
OF REPORTING PERSON (see instructions)
OO
|
|
|
____________________________
*
Ownership information above is as of the end of business on January
23, 2020, the business day before the filing date of this Schedule
13G.
|
|
|
|
|
1. |
|
NAMES OF REPORTING
PERSONS
Ibex Investment Holdings
II LLC
|
|
|
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
Delaware, USA
|
|
|
|
|
|
|
|
NUMBER OF SHARES
BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
|
5. |
|
SOLE VOTING
POWER
530,700*
|
|
6. |
|
SHARED VOTING
POWER
0
|
|
7. |
|
SOLE DISPOSITIVE
POWER
530,700*
|
|
8. |
|
SHARED DISPOSITIVE
POWER
0
|
|
|
|
|
|
9. |
|
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
530,700*
|
|
|
10. |
|
CHECK IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see
instructions) ☐
|
|
|
11. |
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
7.0%
|
|
|
12. |
|
TYPE OF REPORTING PERSON
(see instructions)
OO
|
|
|
____________________________
*
Ownership information above is as of the end of business on January
23, 2020, the business day before the filing date of this Schedule
13G.
Item 1.
|
(a) |
The name of the issuer is Silicom Ltd. (the
“Issuer”). |
|
(b) |
The principal executive offices of the Issuer are located at 14
Atir Yeda St., Kfar-Sava 4464323, Israel. |
Item 2.
|
(a) |
This Schedule 13G (this “Statement” or this “Schedule
13G”) is being filed by: (1) Justin B. Borus; (2) Ibex
Investors LLC, a Colorado limited liability company (the
“Investment Manager”); (3) Ibex Israel Fund LLLP, a Delaware
limited liability limited partnership (the “Fund”); (4) Ibex
GP LLC, a Colorado limited liability company (the “General
Partner”); (5) Ibex Investment Holdings LLC, a Delaware limited
liability company (“IM Holdings”); and (6) Ibex Investment
Holdings II LLC, a Delaware limited liability company (“GP
Holdings”) (all of the foregoing, collectively, the
“Reporting Persons”). The Fund is a private investment
vehicle. The Fund directly beneficially owns the Ordinary Shares
(as defined below) reported in this Statement. The Investment
Manager is the investment manager of the Fund. IM Holdings is the
sole member of the Investment Manager. The General Partner is the
general partner of the Fund. GP Holdings is the sole member of the
General Partner. Justin B. Borus is the manager of the Investment
Manager, IM Holdings, the General Partner and GP Holdings. Justin
B. Borus, the Investment Manager, IM Holdings, the General Partner
and GP Holdings may be deemed to beneficially own the Ordinary
Shares directly beneficially owned by the Fund. Each Reporting
Person disclaims beneficial ownership with respect to any shares
other than the shares directly beneficially owned by such Reporting
Person. |
|
(b) |
The principal business office of the Reporting Persons is c/o
Ibex Investors LLC, 3200 Cherry Creek South Drive, Suite 670,
Denver, CO 80209. |
|
(c) |
For citizenship information see Item 4 of the cover page of
each Reporting Person. |
|
(d) |
This Statement relates to the Ordinary Shares, nominal value
0.01 New Israeli Shekels per share (the “Ordinary
Shares”). |
|
(e) |
The CUSIP Number of the Ordinary Shares is M84116108. |
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:
|
(a) |
[_] Broker or dealer registered
under section 15 of the Act (15 U.S.C. 78o). |
|
(b) |
[_] Bank as defined in section
3(a)(6) of the Act (15 U.S.C. 78c). |
|
(c) |
[_] Insurance company as defined
in section 3(a)(19) of the Act (15 U.S.C. 78c). |
|
(d) |
[_] Investment company registered
under section 8 of the Investment Company Act of 1940 (15 U.S.C.
80a-8). |
|
(e) |
[_] An investment adviser in
accordance with 240.13d-1(b)(1)(ii)(E); |
|
(f) |
[_] An employee benefit plan or
endowment fund in accordance with
240.13d-1(b)(1)(ii)(F); |
|
(g) |
[_] A parent holding company or
control person in accordance with
240.13d-1(b)(1)(ii)(G); |
|
(h) |
[_] A savings associations as
defined in Section 3(b) of the Federal Deposit Insurance Act (12
U.S.C. 1813); |
|
(i) |
[_] A church plan that is
excluded from the definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3); |
|
(j) |
[_] A non-U.S. institution in
accordance with §240.13d-1(b)(1)(ii)(J); |
|
(k) |
[_] Group, in accordance with
§240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J), please specify the type of institution:
Item 4. Ownership.
See
Items 5-9 and 11 on the cover page for each Reporting Person, and
Item 2, which information is given as of the end of business on
January 23, 2020, the business day before the filing of this
Schedule 13G. As of the Event date of December 31, 2019, the Fund
directly beneficially owned 530,400 Ordinary Shares, representing
7.0% of all of the outstanding Ordinary Shares. The percentages of
beneficial ownership contained herein are based on 7,560,164
Ordinary Shares outstanding as of June 30, 2019, as reported by the
Issuer in its Form 6-K filed on August 28, 2019.
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 Members of the
Group.
Not
applicable.
Item 9. Notice of Dissolution of Group.
Not
applicable.
Item 10. Certification.
(a) Not applicable.
(b) Not applicable.
|
(c) |
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, other
than activities solely in connection with a nomination under
§240.14a-11. |
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: January 24, 2020
Justin B. Borus
Ibex Investors LLC
Ibex Israel Fund LLLP
Ibex GP LLC
Ibex Investment Holdings LLC
Ibex Investment Holdings II LLC
By: |
/s/ Justin
B. Borus |
|
|
Justin B. Borus, for himself and as the Manager of each of the
Investment Manager, IM Holdings, the General Partner (for itself
and on behalf of the Fund) and GP Holdings |
|
11
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