If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
¨
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
50,828,577 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
50,828,577 shares
|
|
|
10.
|
|
Shared Dispositive Power.
0
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
50,828,577 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
21.4%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
2
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim, as trustee
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
6,897,651 shares
|
|
|
8.
|
|
Shared Voting Power.
0 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
18,552,544 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
18,552,544 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
7.8%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
3
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Agnes C. Kim
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
23 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
23 shares
|
|
|
10.
|
|
Shared Dispositive Power.
0
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
23 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.0%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
4
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
John T. Kim
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
160,000 shares
|
|
|
8.
|
|
Shared Voting Power.
6,189,831 shares
|
|
|
9.
|
|
Sole Dispositive Power.
160,000 shares
|
|
|
10.
|
|
Shared Dispositive Power.
6,189,831 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
6,349,831 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
2.7%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
5
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
John T. Kim, as Trustee
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
17,212,458 shares
|
|
|
8.
|
|
Shared Voting Power.
32,228,274 shares
|
|
|
9.
|
|
Sole Dispositive Power.
5,557,565 shares
|
|
|
10.
|
|
Shared Dispositive Power.
49,653,130 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
55,210,695 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
23.2%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
6
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
David D. Kim
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
6,189,831 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
6,189,831 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
6,189,831 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
2.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
7
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
David D. Kim, as Trustee
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
19,484,809 shares
|
|
|
8.
|
|
Shared Voting Power.
2,698,513 shares
|
|
|
9.
|
|
Sole Dispositive Power.
19,484,809 shares
|
|
|
10.
|
|
Shared Dispositive Power.
2,698,513 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
22,183,322 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
9.3%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
8
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Susan Y. Kim
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
12,794 shares
|
|
|
8.
|
|
Shared Voting Power.
6,189,831 shares
|
|
|
9.
|
|
Sole Dispositive Power.
12,794 shares
|
|
|
10.
|
|
Shared Dispositive Power.
6,189,831 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
6,202,625 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
2.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
9
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Susan Y. Kim, as Trustee
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
United States of America
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
3,812,613 shares
|
|
|
8.
|
|
Shared Voting Power.
30,893,161 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0 shares
|
|
|
10.
|
|
Shared Dispositive Power.
39,646,075 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
39,646,075 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
16.7%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
IN
|
10
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
David D. Kim Trust of December 31, 1987
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
19,484,809 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
19,484,809 shares
|
|
|
10.
|
|
Shared Dispositive Power.
0
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
19,484,809 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
8.2%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
11
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
John T. Kim Trust of December 31, 1987
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
5,557,565 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
5,557,565 shares
|
|
|
10.
|
|
Shared Dispositive Power.
0
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
5,557,565 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
2.3%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
12
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the
benefit of Alexandra Kim Panichello
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
2,733,333 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
2,733,333 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
2,733,333 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
1.2%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
13
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the
benefit of Jacqueline Mary Panichello
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
2,733,333 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
2,733,333 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
2,733,333 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
1.2%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
14
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the
benefit of Dylan James Panichello
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
2,733,334 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
2,733,334 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
2,733,334 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
1.2%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
15
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of James J. Kim for Jacqueline Mary
Panichello dated 10/3/94
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,345,113 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,345,113 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,345,113 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
16
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of James J. Kim for Alexandra Kim
Panichello dated 12/24/92
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,345,113 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,345,113 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,345,113 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
17
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of James J. Kim for Dylan James
Panichello dated 10/15/01
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,345,113 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,345,113 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,345,113 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
18
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of James J. Kim for Allyson Lee Kim
dated 10/15/01
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,345,113 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,345,113 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,345,113 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
19
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of James J. Kim FBO Jason Lee Kim dated
11/17/03
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,345,113 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,345,113 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,345,113 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
20
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Irrevocable Deed of Trust of James J. Kim f/b/o Children of David
D. Kim dated 11/11/05
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,335,113 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,335,113 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,335,113 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
21
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim 2008 Trust FBO Alexandra Kim Panichello and
Descendants dated 2/5/08
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,363,400 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,363,400 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,363,400 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
22
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim 2008 Trust FBO Jacqueline Mary Panichello and
Descendants dated 2/5/08
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,363,400 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,363,400 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,363,400 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
23
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim 2008 Trust FBO Dylan James Panichello and Descendants
dated 2/5/08
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,363,400 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,363,400 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,363,400 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
24
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim 2008 Trust FBO Descendants of John T. Kim dated
2/5/08
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
2,726,800 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
2,726,800 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
2,726,800 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
1.1%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
25
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim 2008 Trust FBO Descendants of David D. Kim dated
2/5/08
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
1,363,400 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,363,400 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,363,400 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
26
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
The James and Agnes Kim Foundation, Inc.
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Pennsylvania Non-Profit Corporation
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
1,150,000 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
1,150,000 shares
|
|
|
10.
|
|
Shared Dispositive Power.
0
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,150,000 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.5%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
27
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
915 Investments, LP
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Pennsylvania Limited Partnership
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
49,594,980 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
49,594,980 shares
|
|
|
10.
|
|
Shared Dispositive Power.
0
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
49,594,980 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
20.9%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
PN
|
28
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
John T. Kim 2007 Children’s Trust UA dated
12/28/07
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
315,000 share
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
315,000 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
315,000 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.1%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
29
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Sujoda Investments, LP
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
6,189,831 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
6,189,831 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
6,189,831 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
2.6%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
PN
|
30
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Susan Y. Kim 2012 Irrevocable Trust U/A dated
7/26/12
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
0
|
|
|
8.
|
|
Shared Voting Power.
7,787,196 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
7,787,196 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
7,787,196 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
3.3%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
31
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
John T. Kim 2012 Generation-Skipping Trust U/A dated
12/11/12
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions). No
change.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
1,957,350 shares
|
|
|
8.
|
|
Shared Voting Power.
0 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
1,957,350 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
1,957,350 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.8%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
32
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
John T. Kim 2012 Irrevocable Trust U/A dated
12/11/12
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
11,654,893 shares
|
|
|
8.
|
|
Shared Voting Power.
0 shares
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
11,654,893 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
11,654,893 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
4.9%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
33
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim 2013 Qualified Annuity Trust U/A dated
5/17/13
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
4,590,001 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
4,590,001 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
4,590,001 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
1.9%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
34
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
James J. Kim 2014 Qualified Annuity Trust U/A dated
10/13/14
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
350,300 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
350,300 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
350,300 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
0.1%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
35
|
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Susan Y. Kim 2015 Irrevocable Trust Dated March 16,
2015
|
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a)
x
(b)
¨
|
|
3.
|
|
SEC Use Only
|
|
4.
|
|
Source of Funds (See Instructions).
See Item 3.
|
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
¨
|
|
6.
|
|
Citizenship or Place of
Organization.
Commonwealth of Pennsylvania
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power.
3,497,613 shares
|
|
|
8.
|
|
Shared Voting Power.
0
|
|
|
9.
|
|
Sole Dispositive Power.
0
|
|
|
10.
|
|
Shared Dispositive Power.
3,497,613 shares
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person.
3,497,613 shares of common stock
|
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
¨
|
|
13.
|
|
Percent of Class Represented by Amount
in Row (11).
1.5%
|
|
14.
|
|
Type of Reporting Person (See
Instructions).
OO
|
36
|
ITEM 1.
|
SECURITY AND ISSUER.
|
This Amendment No. 10 (the “Amendment”) amends the
Statement on Schedule 13D filed with the Securities and Exchange Commission (the “Commission”) on November 28, 2005, as amended by Amendment No. 1 filed with the Commission on April 4, 2008, Amendment No. 2 filed with
the Commission on March 19, 2009, Amendment No. 3 filed with the Commission on April 16, 2009, Amendment No. 4 filed with the Commission on February 5, 2010, Amendment No. 5 filed with the Commission on March 28,
2011 Amendment No. 6 filed with the Commission on March 28, 2011, Amendment No. 7 filed with the Commission on March 24, 2013, Amendment No. 8 filed with the Commission on March 28, 2014, and Amendment No. 9 filed
with the Commission on March 30, 2015 by the reporting persons who then constituted the Group and relates to the common stock, $0.001 par value per share (the “Common Stock”), of Amkor Technology, Inc., a Delaware corporation
(“Amkor” or the “Issuer”). The principal executive offices of Amkor are located at 2045 East Innovation Circle, Tempe, Arizona 85284, previously having been located at 1900 South Price Road, Chandler, Arizona 85286.
This Amendment is being filed to report (i) on May 12, 2015, Susan Y. Kim gifted 3,497,613 shares to the Susan Y. Kim 2015
Irrevocable Trust Dated March 16, 2015, a newly created trust, (ii) on September 21, 2015, the James J. Kim 2013 Qualified Annuity Trust dated 5/17/13 distributed 888,647 shares of the Company’s Common Stock to James J. Kim,
(iii) on October 28, 2015, the Susan Y. Kim 2012 Irrevocable Trust U/A Dated 7/26/12 distributed 1,883,340 shares of the Company’s Common Stock to Susan Y. Kim, (iv) on November 6, 2015, the Susan Y. Kim 2012 Irrevocable
Trust U/A Dated 7/26/12 distributed 48,535 shares to Susan Y. Kim, (v) on February 1, 2016, the John T. Kim Irrevocable Trust U/A Dated 12/11/12 distributed 2,413,880 shares to the John T. Kim Trust of December 31, 1987, and
(vi) on February 22, 2016, the James J. Kim 2014 Qualified Annuity Trust U/A dated October 13, 2014 distributed 94,950 shares to James J. Kim. In addition, a Form 4 was filed on September 9, 2015 to report the purchase of 800
shares by Susan Y. Kim on October 21, 2013.
|
ITEM 2.
|
IDENTITY AND BACKGROUND.
|
(a) This Amendment is being filed by the Group and separately
by each of the following persons comprising the Group (each a “Reporting Person”):
|
|
|
|
|
|
|
|
i.
|
|
James J. Kim
|
|
|
|
|
ii.
|
|
James J. Kim, as Trustee
|
|
|
|
|
iii.
|
|
Agnes C. Kim
|
|
|
|
|
iv.
|
|
John T. Kim
|
|
|
|
|
v.
|
|
John T. Kim, as Trustee
|
|
|
|
|
vi.
|
|
David D. Kim
|
|
|
|
|
vii.
|
|
David D. Kim, as Trustee
|
|
|
|
|
viii.
|
|
Susan Y. Kim
|
|
|
|
|
ix.
|
|
Susan Y. Kim, as Trustee
|
|
|
|
|
x.
|
|
David D. Kim Trust of December 31, 1987
|
|
|
|
|
xi.
|
|
John T. Kim Trust of December 31, 1987
|
|
|
|
|
xii.
|
|
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of Alexandra Kim Panichello
|
37
|
|
|
|
|
|
|
|
xiii.
|
|
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of Jacqueline Mary Panichello
|
|
|
|
|
xiv.
|
|
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of Dylan James Panichello
|
|
|
|
|
xv.
|
|
Irrevocable Deed of Trust of James J. Kim for Jacqueline Mary Panichello dated 10/3/94
|
|
|
|
|
xvi.
|
|
Irrevocable Deed of Trust of James J. Kim for Alexandra Kim Panichello dated 12/24/92
|
|
|
|
|
xvii.
|
|
Irrevocable Deed of Trust of James J. Kim for Dylan James Panichello dated 10/15/01
|
|
|
|
|
xviii.
|
|
Irrevocable Deed of Trust of James J. Kim for Allyson Lee Kim dated 10/15/01
|
|
|
|
|
xix.
|
|
Irrevocable Deed of Trust of James J. Kim FBO Jason Lee Kim dated 11/17/03
|
|
|
|
|
xx.
|
|
Irrevocable Deed of Trust of James J. Kim f/b/o Children of David D. Kim dated 11/11/05
|
|
|
|
|
xxi.
|
|
James J. Kim 2008 Trust FBO Alexandra Kim Panichello and Descendants dated 2/5/08
|
|
|
|
|
xxii.
|
|
James J. Kim 2008 Trust FBO Jacqueline Mary Panichello and Descendants dated 2/5/08
|
|
|
|
|
xxiii.
|
|
James J. Kim 2008 Trust FBO Dylan James Panichello and Descendants dated 2/5/08
|
|
|
|
|
xxiv.
|
|
James J. Kim 2008 Trust FBO Descendants of John T. Kim dated 2/5/08
|
|
|
|
|
xxv.
|
|
James J. Kim 2008 Trust FBO Descendants of David D. Kim dated 2/5/08
|
|
|
|
|
xxvi.
|
|
The James and Agnes Kim Foundation, Inc.
|
|
|
|
|
xxvii.
|
|
915 Investments, LP, for which James J. Kim is the sole general partner
|
|
|
|
|
xxviii.
|
|
John T. Kim Children’s Trust UA dated 12/28/07
|
|
|
|
|
xxix.
|
|
Sujoda Investments, LP, for which Sujoda Management, LLC is the sole general partner
|
|
|
|
|
xxx.
|
|
Susan Y. Kim 2012 Irrevocable Trust U/A Dated 7/26/12
|
|
|
|
|
xxxi.
|
|
John T. Kim 2012 Generation-Skipping Trust U/A Dated 12/11/12
|
|
|
|
|
xxxii.
|
|
John T. Kim 2012 Irrevocable Trust U/A Dated 12/11/12
|
|
|
|
|
xxxiii.
|
|
James J. Kim 2013 Qualified Annuity Trust U/A dated 05/17/13
|
|
|
|
|
xxxiv.
|
|
James J. Kim 2014 Qualified Annuity Trust U/A dated 10/13/14
|
|
|
|
|
xxxv.
|
|
Susan Y. Kim 2015 Irrevocable Trust U/A Dated March 16, 2015
|
(b) The principal business address for the natural persons listed above, who are all members of the Kim family
(the “Kim Family”), and for the trusts for the members of the Kim Family listed above and their descendants (as such trusts are amended, modified or supplemented from time to time, the “Kim Trusts”) is 2045 East Innovation
Circle, Tempe, Arizona 85284, previously having been 1900 South Price Road, Chandler, AZ 85286. The principal business address for The James and Agnes Kim Foundation, Inc. (the “Foundation”) is 1345 Enterprise Drive, West Chester,
Pennsylvania 19380. The principal business address for 915 Investments, LP, a
38
Pennsylvania limited partnership (the “915 Partnership”), is 915 Mount Pleasant Road, Bryn Mawr, Pennsylvania 19010. The principal business address for Sujoda Investments, LP (“SI,
LP”), a Pennsylvania limited partnership, is 854 Mount Pleasant Road, Bryn Mawr, Pennsylvania 19010.
(c) Attached as Schedule I
hereto and incorporated herein by reference is a list containing (a) the present principal occupation or employment and (b) the name, principal business, and address of any corporation or other organization in which such employment is
conducted, of each member of the Kim Family. The principal business of the Kim Trusts is purchasing, holding, and selling securities and other assets for investment purposes. The principal business of the Foundation is to receive contributions from
donors, make investments and make grants to charitable organizations. The principal business of the 915 Partnership and SI, LP is to serve as a fund through which the assets of its partners will be utilized to invest in, hold and trade in securities
and other investments.
(d) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
(e) During the last five years, none of the Reporting Persons has been a party to
a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with respect to such laws.
(f) For each Reporting Person, the response to Row 6
on the cover page, indicating the citizenship or place of organization of such person, is incorporated herein by reference.
|
ITEM 3.
|
SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
|
Item 3 is amended to include
the following information:
All of the transfers described in Item 1 of Amendment No. 10 were made without additional
consideration.
|
ITEM 4.
|
PURPOSE OF TRANSACTION.
|
Item 4 is amended and restated as follows:
All Reporting Persons have acquired such shares for investment purposes and the Reporting Persons will hold all of the shares of Common Stock
for investment purposes only. The Reporting Persons intend to review on a continuing basis their investment in the Issuer. Depending upon the price and availability of the Issuer’s securities, subsequent developments affecting the Issuer, the
Issuer’s business and prospects, other investment and business opportunities available to the Reporting Persons, general stock market and economic conditions, tax considerations and other factors, the Reporting Persons may, from time to time
and at any time, decide to increase their investment in the Issuer, including without limitation by acquiring additional shares of Common Stock and/or other equity (including without limitation by conversion of convertible notes), debt, notes,
instruments or other securities issued by the Issuer, or related to the securities of the Issuer (collectively, “Securities”), in the open market, by privately negotiated transactions or otherwise. Alternatively, the Reporting Persons may,
from time to time and at any time, decide to decrease their investment in the Issuer, including without limitation by disposing of any or all of their Securities in the open market, by privately negotiated transactions or otherwise, or to engage in
any hedging or similar transactions with respect to the Securities.
James J. Kim is Executive Chairman and a director of the Issuer and
John T. Kim and Susan Y. Kim are each a director of the Issuer. In such capacities, and as stockholders, the Reporting Persons intend to be actively involved in the Issuer’s business, operations and planning and may in the future exercise any
and all of their respective rights as stockholders of the Issuer in a manner consistent with their interests as equity owners.
39
Other than as described above, none of the Reporting Persons has any current plans or proposals
that relate to or would result in any of the actions described in subparagraphs (a) through (j), inclusive, of the disclosure items required by Item 4 of the Schedule 13D (although they reserve the right to develop such plans or
proposals).
|
ITEM 5.
|
INTEREST IN SECURITIES OF THE ISSUER
|
Item 5 is amended and restated as follows:
(a) The response to Row 11 in each Reporting Person’s cover page, indicating the aggregate number and percentage of shares of Common
Stock beneficially owned by each Reporting Person, is incorporated herein by reference. Each Reporting Person states that the filing of this Schedule 13D shall not be construed as an admission that such Reporting Person is, for the purposes of
Section 13(d) or 13(g) of the Securities Act of 1933, as amended, the beneficial owner of the shares of Common Stock reported as beneficially owned by the other Reporting Persons in this Schedule 13D. The total number of shares which are
beneficially owned by the members of the Group as a group is 137,977,030 or 58.0% of the outstanding shares of Common Stock. The number of shares beneficially owned by the Group includes 510,000 shares which may be acquired pursuant to options that
are exercisable within 60 days of February 29, 2016. The ownership percentages were calculated based on 237,388,425 outstanding shares of Common Stock of Amkor as of January 29, 2016 according to the Company’s Form 10-K filed for the
year ended December 31, 2015. Beneficial ownership was increased, as appropriate, to include the shares beneficially owned by each Reporting Person that may be acquired pursuant to options exercisable within 60 days of February 29, 2015.
(b) For each Reporting Person, the response to Row 7 on the cover page, indicating the number of shares as to which such person has the
sole power to vote or to direct the vote is incorporated herein by reference.
For each Reporting Person, the response to Row 8 on the
cover page, indicating the aggregate number of shares as to which such person has shared power to vote or to direct the vote, is incorporated herein by reference.
For each Reporting Person, the response to Row 9 on the cover page, indicating the number of shares as to which such person has the sole power
to dispose or to direct the disposition is incorporated herein by reference.
For each Reporting Person, the response to Row 10 on the
cover page, indicating the number of shares as to which such person has the shared power to dispose or to direct the disposition is incorporated herein by reference.
|
|
(c)
|
See Items 1, 3, 4 and 6.
|
|
ITEM 6.
|
CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
|
Item 6 is amended and restated as follows:
Each of the individuals and trusts listed in Item 2(a) (previously defined as the “Group”) may be deemed a member of a group
consisting of members of the Kim Family, the Kim Trusts established for the benefit of James J. Kim’s children and grandchildren, the Foundation, the 915 Partnership and SI, LP, who each exercise voting or investment power with respect to
shares of the Issuer’s Common Stock in concert with other members of the Group. James J. Kim, as general partner of the 915 Partnership, has voting and investment power with respect to the 915 Partnership. Susan Y. Kim, David D. Kim and John T.
Kim are members of the general partner of SI, LP. All of the directors and officers of the Foundation are members of the Kim Family. Accordingly, the Foundation might be expected to vote the shares of Common Stock of the Issuer that the Foundation
owns in concert with the Kim Family, the Kim Trusts, the 915 Partnership and SI, LP.
40
James J. Kim, The James and Agnes Kim Foundation, Inc., Irrevocable Deed of Trust of James J. Kim
for Jacqueline Mary Panichello dated 10/3/94, Irrevocable Deed of Trust of James J. Kim for Alexandra Kim Panichello dated 12/24/92, Irrevocable Deed of Trust of James J. Kim for Dylan James Panichello dated 10/15/01, Irrevocable Deed of Trust of
James J. Kim for Allyson Lee Kim dated 10/15/01, Irrevocable Deed of Trust of James J. Kim FBO Jason Lee Kim dated 11/17/03 and Irrevocable Deed of Trust of James J. Kim f/b/o Children of David D. Kim dated 11/11/05 (collectively, the “2005
Investors”) elected to convert all of the $100 million aggregate principal amount of Amkor’s 6.25% Convertible Subordinated Notes due 2013 (the “2005 Notes”) held by them into shares of Common Stock on January 19, 2011 as
provided for by the terms of the 2005 Notes. The 2005 Investors entered into a voting agreement dated as of November 18, 2005 (the “2005 Voting Agreement”). Pursuant to the 2005 Voting Agreement, the 2005 Investors are required to
vote all shares of Amkor Common Stock issued upon conversion of the 2005 Notes, which were converted on January 19, 2011 (the “2005 Converted Shares”), in a “neutral manner” on all matters submitted to Amkor stockholders for
a vote, such that with the exceptions noted below, the 2005 Converted Shares are voted in the same proportion as all of the other outstanding securities (excluding securities beneficially owned, directly or indirectly, by the 2005 Investors) that
are actually voted (including abstentions) on a proposal submitted to Amkor’s stockholders for approval. The 2005 Investors are not required to vote in a “neutral manner” any 2005 Converted Shares that, when aggregated with all other
voting shares held by the 2005 Investors, represent 41.6% or less of the total then-outstanding voting shares of Amkor Common Stock. The 2005 Voting Agreement terminated pursuant to its terms on December 31, 2013. A copy of the 2005 Voting
Agreement is attached as Exhibit 10.1 to Amendment No. 3 of this Statement and incorporated herein by reference.
The James J. Kim
2008 Trust FBO Alexandra Kim Panichello and Descendants, the James J. Kim 2008 Trust FBO Jacqueline Mary Panichello and Descendants, the James J. Kim 2008 Trust FBO Dylan James Panichello and Descendants, the James J. Kim 2008 Trust FBO Descendants
of John T. Kim and the James J. Kim 2008 Trust FBO Descendants of David D. Kim are collectively referred to as the “2008 Trusts”. On February 11, 2008, the 2008 Trusts acquired an aggregate of 8,180,400 shares of Common Stock from
Agnes C. Kim in a private transaction and financed such purchase by issuing promissory notes (the “2008 Notes”). In connection with the 2008 Notes, the 8,180,400 shares held by the 2008 Trusts have been pledged to Agnes C. Kim as
collateral for the 2008 Notes. If an event of default with respect to any of the 2008 Notes occurs, which may include failure to make note payments when due, default in a payment of other borrowed money, distribution of a substantial part of a
trust’s property or judgments exceeding $25,000 being entered against a trust, Agnes C. Kim may declare any of the 2008 Notes in default and acquire voting and investment power with respect to the shares pledged as collateral.
In connection with the issuance of $150 million of a 6.00% convertible senior subordinated note due April 15, 2014 (the “2009
Note”), James J. Kim and the 915 Partnership (collectively, the “2009 Investors”) and Amkor entered into a voting agreement dated as of March 26, 2009 (the “2009 Voting Agreement”). Pursuant to the 2009 Voting
Agreement, the 2009 Investors agreed to vote all shares of Amkor Common Stock issued upon conversion of the 2009 Note (the “2009 Converted Shares”) in accordance with the 2009 Voting Agreement. On June 18, 2013, the 2009 Investors
exchanged the 2009 Notes for 49,594,980 shares of Common Stock in transactions reported on a Form 4 filed with the Commission on the same date. As a consequence of this conversion, the 2009 Voting Agreement terminated pursuant to its terms. A copy
of the 2009 Voting Agreement and the 2009 Note are attached as Exhibits 10.2 and 10.5, respectively, to Amendment No. 3 of this Statement and incorporated herein by reference.
None of the trust agreements for the Kim Trusts prohibit the trustees of such trusts from voting the shares of Common Stock of the Issuer held
by them, in their discretion, in concert with members of the Kim Family. The 915 Partnership grants James J. Kim, its general partner, sole voting and investment power with respect to all of the securities held by the 915 Partnership. James J. and
Agnes C. Kim are husband and wife. James J. Kim and Agnes C. Kim are the parents of Susan Y. Kim, David D. Kim and John T. Kim. The David D. Kim Trust of December 31, 1987 has as its sole trustee David D. Kim. The John T. Kim Trust of
December 31, 1987 has as its sole trustee John T. Kim. Susan Y. Kim is the parent of Alexandra Kim Panichello, Jacqueline Mary Panichello and Dylan James Panichello and is the co-trustee of each of her children’s trusts along with John T.
Kim. John T. Kim is the parent of Allyson Lee Kim and Jason Lee Kim and is the co-trustee of each of his children’s trusts along with Susan Y. Kim. David D. Kim is co-trustee of the James J. Kim 2008 Trust FBO Descendants of David D. Kim dated
41
2/5/08, along with John T. Kim and Susan Y. Kim, and the Irrevocable Deed of Trust of James J. Kim f/b/o Children of David D. Kim dated 11/11/05, along with John T. Kim. James J. Kim and Susan Y.
Kim are co-trustees of the James J. Kim 2013 Qualified Annuity Trust U/A dated 05/17/13 and the James J. Kim 2014 Qualified Annuity Trust dated 10/13/14. Susan Y. Kim and John T. Kim are co-trustees of the Susan Y. Kim 2015 Irrevocable Trust U/A
Dated March 16, 2015 and the Susan Y. Kim 2012 Irrevocable Trust U/A Dated 7/26/12. James J. Kim and John T. Kim are co-trustees of the John T. Kim 2012 Generation-Skipping Trust U/A Dated 12/11/12 and John T. Kim 2012 Irrevocable Trust U/A
Dated 12/11/12. Susan Y. Kim, David D. Kim and John T. Kim own 100% of Sujoda Management, LLC, the general partner of SI, LP.
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ITEM 7.
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MATERIALS TO BE FILED AS EXHIBITS
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Exhibit
Number
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Exhibit Name
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99.1
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Tenth Amended and Restated Agreement regarding joint filing
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42
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 as of March 30, 2016
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/s/ James J. Kim
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James J. Kim
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/s/ James J. Kim
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James J. Kim, as Trustee
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/s/ Agnes C. Kim
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Agnes C. Kim
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/s/ John T. Kim
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John T. Kim
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/s/ John T. Kim
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John T. Kim, as Trustee
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/s/ David D. Kim
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David D. Kim
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/s/ David D. Kim
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David D. Kim, as Trustee
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/s/ Susan Y. Kim
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Susan Y. Kim
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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David D. Kim Trust of December 31, 1987
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By:
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/s/ David D. Kim
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David D. Kim, as Trustee
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John T. Kim Trust of December 31, 1987
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By:
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/s/ John T. Kim
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John T. Kim, as Trustee
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Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of Alexandra Kim Panichello
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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43
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of Jacqueline Mary Panichello
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of Dylan James Panichello
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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Irrevocable Deed of Trust of James J. Kim for Jacqueline Mary Panichello dated 10/3/94
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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Irrevocable Deed of Trust of James J. Kim for Alexandra Kim Panichello dated 12/24/92
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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Irrevocable Deed of Trust of James J. Kim for Dylan James Panichello dated 10/15/01
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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Irrevocable Deed of Trust of James J. Kim for Allyson Lee Kim dated 10/15/01
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By:
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/s/ John T. Kim
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John T. Kim, as Trustee
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Irrevocable Deed of Trust of James J. Kim FBO Jason Lee Kim dated 11/17/03
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By:
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/s/ John T. Kim
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John T. Kim, as Trustee
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Irrevocable Deed of Trust of James J. Kim f/b/o Children of David D. Kim dated 11/11/05
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By:
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/s/ David D. Kim
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David D. Kim, as Trustee
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James J. Kim 2008 Trust FBO Alexandra Kim Panichello and Descendants dated 2/5/08
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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James J. Kim 2008 Trust FBO Jacqueline Mary Panichello and Descendants dated 2/5/08
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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44
James J. Kim 2008 Trust FBO Dylan James Panichello and Descendants dated 2/5/08
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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James J. Kim 2008 Trust FBO Descendants of John T. Kim dated 2/5/08
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By:
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/s/ John T. Kim
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John T. Kim, as Trustee
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James J. Kim 2008 Trust FBO Descendants of David D. Kim dated 2/5/08
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By:
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/s/ David D. Kim
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David D. Kim, as Trustee
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The James and Agnes Kim Foundation, Inc.
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Secretary
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915 Investments, LP
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By:
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/s/ James J. Kim
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James J. Kim, as general partner
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John T. Kim Children’s Trust UA dated 12/28/07
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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Sujoda Investments, LP
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By:
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Sujoda Management, LLC, its general partner
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Manager
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Susan Y. Kim 2012 Irrevocable Trust U/A Dated 7/26/12
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By:
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/s/ John T. Kim
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John T. Kim, as Trustee
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45
John T. Kim 2012 Generation-Skipping Trust U/A Dated 12/11/12
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By:
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/s/ James J. Kim
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James J. Kim, as Trustee
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John T. Kim 2012 Irrevocable Trust U/A Dated 12/11/12
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By:
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/s/ James J. Kim
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James J. Kim, as Trustee
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James J. Kim 2013 Qualified Annuity Trust U/A dated 05/17/13
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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James J. Kim 2014 Qualified Annuity Trust U/A dated 10/13/14
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By:
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/s/ Susan Y. Kim
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Susan Y. Kim, as Trustee
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Susan Y. Kim 2015 Irrevocable Trust U/A Dated March 16, 2015
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By:
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/s/ John T. Kim
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John T. Kim, as Trustee
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46
SCHEDULE I
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ITEM 2.
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Name of Person Filing
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James J. Kim, individually and as Trustee
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(a)
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Present principal occupation or employment:
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(b)
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Address of Principal Business Office, or if none, Residence
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2045 East Innovation Circle, Tempe, Arizona 85284
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ITEM 2.
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Name of Person Filing
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(a)
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Present principal occupation or employment:
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(b)
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Address of Principal Business Office, or if none, Residence
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2045 East Innovation Circle, Tempe, Arizona 85284
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ITEM 2.
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Name of Person Filing
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John T. Kim, individually and as trustee
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(a)
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Present principal occupation or employment:
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Private investor and director
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(b)
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Address of Principal Business Office, or if none, Residence
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2045 East Innovation Circle, Tempe, Arizona 85284
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ITEM 2.
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Name of Person Filing
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David D. Kim, individually and as Trustee
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(a)
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Present principal occupation or employment:
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(b)
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Address of Principal Business Office, or if none, Residence
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2045 East Innovation Circle, Tempe, Arizona 85284
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ITEM 2.
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Name of Person Filing
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Susan Y. Kim, individually and as Trustee
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(a)
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Present principal occupation or employment:
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Philanthropist and director
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(b)
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Address of Principal Business Office, or if none, Residence
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2045 East Innovation Circle, Tempe, Arizona 85284
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47
EXHIBIT INDEX
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|
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Exhibit
Number
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Exhibit Name
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|
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99.1
|
|
Tenth Amended and Restated Agreement regarding joint filing
|
48