-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, M3oNNDrEC3u0r/9LMSdBqsJwrZzQ0i5444arEVfcfsXXut9C6N2pxCLNLq5Ltrdg A/a9xbQ+Zf2Xuz7rRIdQGg== 0000019617-01-000041.txt : 20010209 0000019617-01-000041.hdr.sgml : 20010209 ACCESSION NUMBER: 0000019617-01-000041 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HI/FN INC CENTRAL INDEX KEY: 0001065246 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 330732700 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-55125 FILM NUMBER: 1528411 BUSINESS ADDRESS: STREET 1: 750 UNIVERSITY AVENUE STREET 2: STE 230 CITY: LOS GATOS STATE: CA ZIP: 95032 BUSINESS PHONE: 4093993500 MAIL ADDRESS: STREET 1: 750 UNIVERSITY AVENUE STREET 2: STE 230 CITY: LOS GATOS STATE: CA ZIP: 95032 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: J P MORGAN CHASE & CO CENTRAL INDEX KEY: 0000019617 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 132624428 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 270 PARK AVE STREET 2: 39TH FL CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2122706000 MAIL ADDRESS: STREET 1: 270 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: CHASE MANHATTAN CORP /DE/ DATE OF NAME CHANGE: 19960402 FORMER COMPANY: FORMER CONFORMED NAME: CHEMICAL BANKING CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CHEMICAL NEW YORK CORP DATE OF NAME CHANGE: 19880508 SC 13G 1 0001.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ----------------------- SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(c) (AMENDMENT ) HI/FN, INC. - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK - -------------------------------------------------------------------------------- (Title of Class of Securities) 428358105 - -------------------------------------------------------------------------------- (CUSIP Number) DECEMBER 31, 2000 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |X| Rule 13d-1(b) | | Rule 13d-1(c) |_| Rule 13d-1(d) - ------------------- ----------------- CUSIP No. 428358105 13G Page 1 of 5 Pages - ------------------- ----------------- - -------------------------------------------------------------------------------- 1. NAMES OF REPORTING PERSONS J.P. Morgan Chase & Co. I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 13-2624428 - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_| (b) | | - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - -------------------------------------------------------------------------------- NUMBER OF 5. SOLE VOTING POWER 497,350 SHARES BENEFICIALLY 6. SHARED VOTING POWER 0 OWNED BY EACH 7. SOLE DISPOSITIVE POWER 791,990 REPORTING PERSON WITH 8. SHARED DISPOSITIVE 0 POWER - -------------------------------------------------------------------------------- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 791,990 - ------------------------------------------------------------------------------- 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES | | CERTAIN SHARES* - -------------------------------------------------------------------------------- 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.8% - -------------------------------------------------------------------------------- 12. TYPE OF REPORTING PERSON* HC - -------------------------------------------------------------------------------- Item 1(a). Name of Issuer: HI/FN, INC. Item 1(b). Address of Issuer's Principal Executive Offices: 750 UNIVERSITY AVENUE LOS GATOS, CA 95302 Item 2(a). Name of Person Filing: J.P. MORGAN CHASE & CO Item 2(b). Address of Principal Business Office or, if None, Residence: 270 PARK AVE NEW YORK, NY 10017 Item 2(c). Citizenship: Delaware Item 2(d). Title of Class of Securities: COMMON STOCK unless otherwise noted, security being reported is common stock Item 2(e). CUSIP Number: 428358105 Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) |_| Broker or dealer registered under Section 15 of the Exchange Act; (b) | | Bank as defined in Section 3(a)(6) of the Exchange Act; (c) |_| Insurance company as defined in Section 3(a)(19) of the Exchange Act; (d) |_| Investment company registered under Section 8 of the Investment Company Act; (e) |_| An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) |_| An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) |X| A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) |_| A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) |_| A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) |_| Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to Rule 13d-1(b), check this box. |X| Page 2 of 5 Pages Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1. (a) Amount beneficially owned: 791,990 Including 0 shares where there is a Right to Acquire. (b) Percent of class: 7.8% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 497,350 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 791,990 (iv) Shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class. Not applicable 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. J.P. Morgan Chase & Co. is the beneficial owner of 791,990 shares of the Issuer's common stock on behalf of other persons known to have one or more of the following: the right to receive dividends for such securities; the power to direct the receipt of dividends from such securities; the right to receive the proceeds from the sale of such securities; the right to direct the receipt of proceeds from the sale of such securities; No such person is known to have an interest in more than 5% of the class of securities reported herein unless such person is identified below. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being reported on by the Parent Holding Company. This notice is filed on behalf of J.P. Morgan Chase & Co. and its wholly owned subsidiaries, Morgan Guaranty Trust Co. of New York and J.P. Morgan Investment Management, Inc. Item 8. Identification and Classification of Members of the Group. Not applicable Item 9. Notice of Dissolution of Group. Not applicable Item 10. Certifications. 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. Page 3 of 5 Pages 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: FEBURARY 08, 2001 J.P. Morgan Chase & Co. By: /s/ Margaret R. Rubin ------------------------------------ Margaret R. Rubin Vice President - Corporate Compliance The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. Page 4 of 5 Pages Page 5 of 5 Pages -----END PRIVACY-ENHANCED MESSAGE-----