-----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, PqSoyWLXmt4ANry0A3mKXnPJUgekABaJxPebRrv04sbSnbs4oWLeDZOXNUZO0cK1 BQX7Nb5go6EPxe/9/S9qzg== 0001104659-03-002533.txt : 20030214 0001104659-03-002533.hdr.sgml : 20030214 20030214155450 ACCESSION NUMBER: 0001104659-03-002533 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MEDIS TECHNOLOGIES LTD CENTRAL INDEX KEY: 0001090507 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 133669062 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-62051 FILM NUMBER: 03567754 BUSINESS ADDRESS: STREET 1: 805 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129358484 MAIL ADDRESS: STREET 1: 805 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LIFTON ROBERT K CENTRAL INDEX KEY: 0001112004 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: MEDIS TECHNOLOGIES LTD STREET 2: 805 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129358484 MAIL ADDRESS: STREET 1: MEDIS TECHNOLOGIES LTD STREET 2: 805 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 j7673_sc13g.htm SC 13G

SEC 1745
(02-02)


Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires:
December 31, 2005

 

SCHEDULE 13G

Estimated average burden hours per response. . 11

Under the Securities Exchange Act of 1934

(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(b)

Medis Technologies Ltd.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

58500P 10 7

(CUSIP Number)

 

December 31, 2002

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[     ]

Rule 13d-1(b)

[     ]

Rule 13d-1(c)

[ X ]

Rule 13d-1(d)

 

 



 

 

CUSIP No.  58500P 10 7

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Robert K. Lifton

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

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
2,504,007 shares of common stock

 

6.

Shared Voting Power
736,001 shares of common stock

 

7.

Sole Dispositive Power
2,504,007 shares of common stock

 

8.

Shared Dispositive Power
736,001 shares of common stock

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
3,240,008 shares of common stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
14.8% of aggregate voting power

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

2



 

Item 1.

 

(a)

Name of Issuer
Medis Technologies Ltd.

 

(b)

Address of Issuer's Principal Executive Offices
805 Third Avenue, New York, New York 10022

 

Item 2.

 

(a)

Name of Person Filing
Robert K. Lifton

 

(b)

Address of Principal Business Office or, if none, Residence
805 Third Avenue, New York, New York 10022

 

(c)

Citizenship
USA

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
58500P 10 7

 

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)

[  ]

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

3



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:    3,240,008 shares of common stock*+

 

(b)

Percent of class:    14.8% of aggregate voting power

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote    2,504,007 shares of common stock*

 

 

(ii)

Shared power to vote or to direct the vote    736,001 shares of common stock+

 

 

(iii)

Sole power to dispose or to direct the disposition of    2,504,007 shares of common stock*

 

 

(iv)

Shared power to dispose or to direct the disposition of    736,001 shares of common stock+

 

*  Includes an aggregate of 568,550 shares of common stock underlying options granted pursuant to the Issuer’s 1999 Stock Option Plan, as amended, and an aggregate of 152,865 shares of common stock underlying warrants granted to Mr. Lifton, all of which are exercisable as of December 31, 2002 or exercisable within 60 days of December 31, 2002.

+  Includes an aggregate of 592,128 shares of common stock and 62,350 shares of common stock underlying warrants held by the Stanoff Corporation, of which Mr. Lifton is a beneficial owner. All of such warrants are exercisable as of December 31, 2002 or exercisable within 60 days of December 31, 2002.

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 or Control Person

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

Not Applicable.

 

 

4



 

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.

 

 

February 13, 2003

 

Date

 


/s/ Robert K. Lifton

 

Signature

 


Robert K. Lifton

 

Name/Title

 

 

5


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