SemiLEDs Insider Trung T. Doan Amends 13D Filing on Jan 5, 2024
Ticker: LEDS · Form: SC 13D/A · Filed: Jan 16, 2024 · CIK: 1333822
| Field | Detail |
|---|---|
| Company | Semileds Corp (LEDS) |
| Form Type | SC 13D/A |
| Filed Date | Jan 16, 2024 |
| Risk Level | low |
| Pages | 6 |
| Reading Time | 7 min |
| Key Dollar Amounts | $0.0000056, $500,000.00, $3.00, $300,000, $233,319 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, amendment, semiconductors
TL;DR
**Insider Trung T. Doan updated his SemiLEDs ownership, watch for potential sentiment shifts.**
AI Summary
Trung T. Doan, a key figure at SemiLEDs Corporation, filed an amendment to his Schedule 13D on January 5, 2024, indicating a change in his beneficial ownership of the company's Common Stock. This filing, Amendment No. 2, updates previous disclosures regarding his stake in SemiLEDs, which trades under CUSIP 816645204. This matters to investors because significant changes in ownership by insiders like Mr. Doan can signal their confidence (or lack thereof) in the company's future prospects, potentially influencing stock price movements.
Why It Matters
Changes in beneficial ownership by insiders can signal their conviction about the company's future, potentially influencing investor sentiment and stock valuation.
Risk Assessment
Risk Level: low — This filing is an amendment to a previous disclosure and does not inherently indicate a high-risk event, but rather an update to insider ownership information.
Analyst Insight
Investors should review the full Schedule 13D/A filing to understand the specific changes in Trung T. Doan's beneficial ownership and consider how this might align with their investment thesis for SemiLEDs Corporation.
Key Numbers
- 816645204 — CUSIP Number (Identifies the specific class of securities, Common Stock of SemiLEDs Corporation.)
- January 5, 2024 — Date of Event (The date that triggered the requirement for this Schedule 13D/A filing.)
- Amendment No. 2 — Filing Amendment Number (Indicates this is the second amendment to the original Schedule 13D filing by Trung T. Doan.)
Key Players & Entities
- Trung T. Doan (person) — Name of person authorized to receive notices and communications, and the reporting person for this filing.
- SemiLEDs Corporation (company) — The issuer of the securities and the subject company of the filing.
- Orrick, Herrington & Sutcliffe LLP (company) — Law firm representing the reporting person.
- Brett Cooper, Esq. (person) — Contact person at Orrick, Herrington & Sutcliffe LLP.
- $0.0000056 (dollar_amount) — Par value per share of SemiLEDs Common Stock.
Forward-Looking Statements
- Trung T. Doan's beneficial ownership percentage in SemiLEDs Corporation has changed from his previous filing. (Trung T. Doan) — high confidence, target: Q1 2024
- The market may react to the updated insider ownership information, potentially causing minor stock price fluctuations. (SemiLEDs Corporation) — medium confidence, target: within 1 week
FAQ
Who is the reporting person for this SC 13D/A filing?
The reporting person for this SC 13D/A filing is Trung T. Doan, as indicated in the 'Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications' section.
What is the CUSIP number for the class of securities involved in this filing?
The CUSIP number for the Common Stock of SemiLEDs Corporation, the class of securities involved, is 816645204.
What is the par value per share of SemiLEDs Corporation's Common Stock?
The par value per share of SemiLEDs Corporation's Common Stock is $0.0000056 per share.
When was the event that required this filing?
The date of the event which required the filing of this statement was January 5, 2024.
What type of filing is this, specifically regarding its amendment status?
This is an SC 13D/A filing, specifically Amendment No. 2, indicating it's an update to a previously filed Schedule 13D.
Filing Stats: 1,659 words · 7 min read · ~6 pages · Grade level 10.4 · Accepted 2024-01-16 06:45:43
Key Financial Figures
- $0.0000056 — me of Issuer) Common Stock, par value $0.0000056 per share (Title of Class of Securiti
- $500,000.00 — eporting Person with a principal sum of $500,000.00 and an annual interest rate of 3.5%. Th
- $3.00 — n Shares based on a conversion price of $3.00 per share, at the option of the Reporti
- $300,000 — 6, 2020, the Reporting Person converted $300,000 of the Note into 100,000 shares of Comm
- $233,319 — tal principal and interest on the Note ($233,319) to 178,106 shares of Common Stock of t
- $1.31 — ommon Stock of the Issuer at a price of $1.31 per share. Item 4. Purpose of Transac
Filing Documents
- leds-sc_13damend.htm (SC 13D/A) — 167KB
- 0000950170-24-004401.txt ( ) — 169KB
Source and Amount of Funds or Other Consideration
Item 3. Source and Amount of Funds or Other Consideration
of the Schedule 13D is hereby amended and restated in full as follows
Item 3 of the Schedule 13D is hereby amended and restated in full as follows: On December 10, 2019, the Issuer issued the Note to the Reporting Person with a principal sum of $500,000.00 and an annual interest rate of 3.5%. The outstanding principal and unpaid accrued interest of the Note may be converted into the Issuer’s Common Shares based on a conversion price of $3.00 per share, at the option of the Reporting Person any time from the date of the Note. The Reporting Person purchased the Note using personal funds. On May 26, 2020, the Reporting Person converted $300,000 of the Note into 100,000 shares of Common Stock. On January 5, 2024, the Reporting Person converted the total principal and interest on the Note ($233,319) to 178,106 shares of Common Stock of the Issuer at a price of $1.31 per share.
Purpose of Transaction
Item 4. Purpose of Transaction
of the Schedule 13D is hereby amended and restated in full as follows
Item 4 of the Schedule 13D is hereby amended and restated in full as follows: The Reporting Person entered into the Note with the Issuer as reported herein solely for investment purposes and to provide working capital to the Issuer. The following describes plans or proposals that the Reporting Person may have with respect to the matters set forth in Item 4(a)-(j) of Schedule 13D: (a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer: On December 10, 2019, the Issuer issued to the Reporting Person the Note with a principal sum of $500,000.00 and an annual interest rate of 3.5% under which, the outstanding principal and unpaid accrued interest of the Note may be converted into shares of the Issuer’s Common Stock based on a conversion price of $3.00 per share, at the option of the Reporting Person any time from the date of the Note. The principal and accrued interest shall be due on demand by the Reporting Person on and at any time after May 30, 2021. On January 5, 2024, the Issuer and the Reporting Person entered into the Fourth Amendment to the Note to reduce the conversion price to $1.31 per share. Additionally, on January 5 th the Reporting Person converted the remaining principal and interest on the Note to shares of the Issuer’s Common Stock. The foregoing description of the Note is qualified in its entirety by reference to the Note, as amended, which is filed as Exhibits 1.1 and 1.2 hereto and incorporated by reference into this Item 4. Except as described in this Item 4, the Reporting Person does not have, as of the date of this Schedule 13D, any other plans or proposals that relate to or would result in any of the actions or events specified in clauses (a) through (i) of Item 4 of Schedule 13D. The Reporting Person may change his plans or proposals in the future. In determining from time to time whether to convert the Note into Common Shares or sell or purchase the Iss
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer (a) As of the date hereof, the Reporting Person beneficially owns the following amount of the Issuer’s Common Shares: (i) Trung T. Doan: 646,078 shares (9.94%), including 127,141 shares by The Trung Doan 2010 GRAT (the “GRAT”). (b) The Reporting Person has sole power to vote the following amount of the Issuer’s Common Shares: (i) Trung T. Doan: 646,078 shares (9.94%), including 127,141 shares by the GRAT. The Reporting Person has sole power to direct the disposition of the following amount of the Issuer’s Common Shares: (i) Trung T. Doan: 646,078 shares (9.94%), including 127,141 shares by the GRAT. The Reporting Person has shared power to vote the disposition of the following amount of the Issuer’s Common Shares: (i) Trung T. Doan: 0 (0%) The Reporting Person has shared power to direct the disposition of the following amount of the Issuer’s Common Shares: (i) Trung T. Doan: 0 (0%) (c) The Reporting Person has engaged in transactions in the Issuer’s Common Shares in the past 60 days as follows: See Item 4 above. (d) Not applicable. (e) Not applicable
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer The Reporting Person hereby references the disclosures contained in Item 4 of this Schedule 13D regarding the Note and the Reporting Person’s conversion thereof.
Materials to be Filed as Exhibits
Item 7. Materials to be Filed as Exhibits Exhibit Number Description 1.1 Convertible Unsecured Promissory Note issued December 10, 2019 to Trung Doan (incorporated by reference from Exhibit 1.1 to the Issuer’s Current Report on Form 8-K filed on December 11, 2019). 1.2 Fourth Amendment to Convertible Unsecured Promissory Note, dated January 5, 2024, between SemiLEDs Corporation and Trung Doan (incorporated by reference from Exhibit 10.2 to the Issuer’s Current Report on Form 8-K filed on January 9, 2024).
SIGNATURES
SIGNATURES 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. Date : January 16, 2024 /s/ Trung T. Doan TRUNG T. DOAN