0000926274-13-000003.txt : 20130205
0000926274-13-000003.hdr.sgml : 20130205
20130205094609
ACCESSION NUMBER: 0000926274-13-000003
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20130205
DATE AS OF CHANGE: 20130205
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: BRONSON STEVEN N
CENTRAL INDEX KEY: 0001000383
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
STATE OF INCORPORATION: FL
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: TIKCRO TECHNOLOGIES LTD
CENTRAL INDEX KEY: 0001117095
STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661]
IRS NUMBER: 000000000
STATE OF INCORPORATION: L3
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-50926
FILM NUMBER: 13572210
BUSINESS ADDRESS:
STREET 1: 126 YIGAL ALLON STREET
CITY: TEL AVIV ISRAEL
STATE: L3
ZIP: 67443
BUSINESS PHONE: 972 3696 2121
MAIL ADDRESS:
STREET 1: 126 YIGAL ALLON STREET
CITY: TEL AVIV ISRAEL
STATE: L3
ZIP: 67443
FORMER COMPANY:
FORMER CONFORMED NAME: TIOGA TECHNOLOGIES LTD
DATE OF NAME CHANGE: 20000623
SC 13D/A
1
snbtikro-13da23.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 23)*
Tikcro Technologies, Ltd.
--------------------------------------------------------------------------------
(Name of Issuer)
Ordinary Shares, no par value
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(Title of Class of Securities)
M8789G100
--------------------------------------------------------------------------------
(CUSIP Number)
Steven N. Bronson
Catalyst Financial LLC
225 N.E. Mizner Boulevard, Suite 400,
Boca Raton, Florida 33432
with a copy to:
James A. Prestiano, Esq.
631 Commack Road, Suite 2A
Commack, New York 11725
(631) 499-6000
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 1, 2013
--------------------------------------------------------------------------------
(Date of Event which Requires Filing of This Statement)
-------------------------
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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),
check the following box [ ].
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Section
240.13d-7(b) for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on following pages)
CUSIP No. M8789G100 SCHEDULE 13D
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Steven N. Bronson
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
Not applicable.
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 1,500,094
--------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
--------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,500,094
--------------------------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500,094
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.9%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
IN
--------------------------------------------------------------------------------
CUSIP No. M8789G100 SCHEDULE 13D
Item 1. Security and Issuer.
Except as expressly restated and amended below, the Schedule 13D and
amendments thereto, as filed on behalf of Steven N. Bronson with respect to the
Ordinary Shares, no par value ("Ordinary Shares") of Tikcro Technologies, Ltd.
(the "Issuer"), remains in full force and effect. The Issuer's principal
executive office is located at 16 Hatidhar Street, Raanana 43652, Israel. The
Issuer has previously disclosed that as of November 20, 2012, the Issuer had
8,898,861 Ordinary Shares issued and outstanding.
Item 2. Identity and Background.
(a) This Amendment No. 23 to Schedule 13D is filed on behalf of Steven N.
Bronson.
(b) Mr. Bronson's business address is 225 N.E. Mizner Boulevard, Suite 400,
Boca Raton, Florida 33432.
(c) Mr. Bronson is the president of Catalyst Financial LLC ("Catalyst"), a
broker-dealer registered under the Securities Exchange Act of 1934. The
principal place of business of Catalyst is 225 N.E. Mizner Boulevard, Suite 400,
Boca Raton, Florida 33432.
(d) Mr. Bronson has not, during the past five years, been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) Mr. Bronson has not, during the past five years, been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
nor has Mr. Bronson been nor is he now subject to a judgment, decree, or final
order enjoining further violations of, or prohibiting or mandating activities
subject to federal or state securities laws or finding any violation with
respect to such laws.
(f) Mr. Bronson is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
Not applicable.
Item 4. Purpose of Transaction.
On February 1, 2013, Mr. Bronson entered into an agreement with the Issuer
(the "Agreement") pursuant to which Mr. Bronson agreed to maintain the
confidentiality of non-public information that the Issuer may provide to him
about its business. Mr. Bronson also undertook not to be the beneficial owner of
more than 1,500,094 ordinary shares of the Issuer and not to vote more than
1,334,829 ordinary shares of the Issuer, or 14.99% of the Issuer's outstanding
ordinary shares. The Issuer undertook to postpone the distribution date under
the Issuer's Bonus Rights Plan, dated September 12, 2005 for 30 business days
following the termination of the Agreement. The Agreement will be in effect
until either of the parties terminates it.
Mr. Bronson acquired the Ordinary Shares of the Issuer for investment
purposes. Mr. Bronson may, for his own account: (i) increase or decrease his
beneficial ownership of Ordinary Shares or other securities of the Issuer,
(ii) sell all or part of his shares of Ordinary Shares in open market or
privately negotiated sales or otherwise, or (iii) make further purchases of
shares of Ordinary Shares or other securities of the Issuer through open market
or privately negotiated transactions or otherwise. Mr. Bronson has not reached
any decision with respect to any such possible actions. If Mr. Bronson does
reach a decision to undertake any of the above described possible actions, he
will, among other things, timely file an appropriate amendment to this Schedule
13D.
Item 5. Interest in Securities of the Issuer.
(a)(b) Mr. Bronson may be deemed to beneficially own an aggregate of
1,500,094 shares of the Issuer's Ordinary Shares, representing approximately
16.9% of the total shares of Ordinary Shares issued and outstanding. The
securities of the Issuer beneficially owned by Mr. Bronson include (1) 1,400,422
Ordinary Shares held jointly by Mr. Bronson and his spouse; (2) 58,806 Ordinary
Shares held in Mr. Bronson's IRA; and (3) 40,866 Ordinary Shares held in Mr.
Bronson's spouse's IRA. Mr. Bronson has voting and dispositive power with
respect to the Ordinary Shares held in his spouse's IRA.
(c) Not applicable.
(d) Other than Mr. Bronson's spouse, no other person is known to have the
right to receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of such securities of the Issuer.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
None.
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
Date: February 4, 2013
/s/ Steven N. Bronson
---------------------------------
STEVEN N. BRONSON
Attention. Intentional misstatements or omissions of fact constitute
federal criminal violations (See 18 U.S.C. Section l001).