-----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, MIboqA9U5shyNm+pESig8MjCDF6LrvlPHJKb4W5cuQkVnoqY2zUtRyCISFNUJC6R g1j+caZKvKTGcHYyik0F5A== 0000950134-08-001921.txt : 20080207 0000950134-08-001921.hdr.sgml : 20080207 20080207165704 ACCESSION NUMBER: 0000950134-08-001921 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080207 DATE AS OF CHANGE: 20080207 GROUP MEMBERS: G ZACHARY GUND, INDIVIDUALLY AND AS A TRUSTEE GROUP MEMBERS: GRANT GUND, INDIVIDUALLY AND AS A TRUSTEE GROUP MEMBERS: LLURA L GUND, INDIVIDUALLY AND AS A TRUSTEE GROUP MEMBERS: REBECCA H DENT, INDIVIDUALLY AND AS A TRUSTEE FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GUND GORDON CENTRAL INDEX KEY: 0001188365 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 6169612172 MAIL ADDRESS: STREET 1: PO BOX 3599 CITY: BATTLECREEK STATE: MI ZIP: 49016-3599 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KENEXA CORP CENTRAL INDEX KEY: 0001114714 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 233024258 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81548 FILM NUMBER: 08585837 BUSINESS ADDRESS: STREET 1: 650 EAST SWEDESFORD ROAD STREET 2: 2ND FLOOR CITY: WAYNE STATE: PA ZIP: 19087 BUSINESS PHONE: 6109719171 MAIL ADDRESS: STREET 1: 650 EAST SWEDESFORD ROAD STREET 2: 2ND FLOOR CITY: WAYNE STATE: PA ZIP: 19087 FORMER COMPANY: FORMER CONFORMED NAME: TALENTPOINT INC DATE OF NAME CHANGE: 20000515 SC 13G/A 1 d53753sc13gza.htm AMENDMENT TO SCHEDULE 13G sc13gza
 

     
 
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

Kenexa Corporation
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
488879107
(CUSIP Number)
December 31, 2007
(Date of Event Which Requires Filing of this Statement)

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

     o Rule 13d-1(b)

     þ Rule 13d-1(c)

     o Rule 13d-1(d)

* 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 the disclosures provided in a prior cover page.

The information required in 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).

 
 


 

                     
CUSIP No.
 
488879107 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS
Grant Gund, individually and as trustee for the Kelsey Laidlaw Gund Gift Trust, the Llura Blair Gund Gift Trust, and the Grant Owen Gund Gift Trust
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   -0-
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   447,540
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   -0-
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    447,540
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  447,540
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  1.8%(1)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
(1) Based on 25,459,220 shares outstanding as of November 5, 2007 as reported in the Quarterly Report on Form 10-Q of the Issuer for the period ended September 30, 2007.

2


 

                     
CUSIP No.
 
488879107 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS
Rebecca H. Dent, individually and as trustee for the G. Zachary Gund Descendants’ Trust, Kelsey Laidlaw Gund Gift Trust, the Llura Blair Gund Gift Trust, and the Grant Owen Gund Gift Trust
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   -0-
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   914,000
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   -0-
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    914,000
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  914,000
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  3.6%(1)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
(1) Based on 25,459,220 shares outstanding as of November 5, 2007 as reported in the Quarterly Report on Form 10-Q of the Issuer for the period ended September 30, 2007.

3


 

                     
CUSIP No.
 
488879107 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS
G. Zachary Gund, individually and as trustee for the G. Zachary Gund Descendants’ Trust
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   466,460
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   -0-
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   466,460
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    -0-
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  466,460
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  1.8%(1)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
(1) Based on 25,459,220 shares outstanding as of November 5, 2007 as reported in the Quarterly Report on Form 10-Q of the Issuer for the period ended September 30, 2007.

4


 

                     
CUSIP No.
 
488879107 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS
Llura L. Gund, individually and as trustee for the Dionis Trust
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   -0-
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   565,000
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   -0-
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    565,000
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  565,000
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  2.2%(1)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
(1) Based on 25,459,220 shares outstanding as of November 5, 2007 as reported in the Quarterly Report on Form 10-Q of the Issuer for the period ended September 30, 2007.

5


 

                     
CUSIP No.
 
488879107 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS
Gordon Gund, individually and as trustee for the Dionis Trust
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United States of America
       
  5   SOLE VOTING POWER
     
NUMBER OF   -0-
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   565,000
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   -0-
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    565,000
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  565,000
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  2.2%(1)
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IN
(1) Based on 25,459,220 shares outstanding as of November 5, 2007 as reported in the Quarterly Report on Form 10-Q of the Issuer for the period ended September 30, 2007.

6


 

This Amendment No. 1 (“Amendment No. 1”) amends and supplements the Schedule 13G as originally filed by Grant Gund, Rebecca H. Dent, G. Zachary Gund, Llura L. Gund and Gordon Gund on December 10, 2007 (the “Schedule 13G”). Capitalized terms used but not defined in this Amendment No. 1 have the respective meaning ascribed to them in the Schedule 13G.
Item 2(a) of the Schedule 13G, “Name of Persons Filing,” is hereby amended by deleting the last paragraph thereof and inserting the following:
     The Reporting Persons, in the aggregate, beneficially own 1,479,000 shares of Common Stock or 5.8% of the outstanding Common Stock of the Issuer based on 25,459,220 shares outstanding as of November 5, 2007 as reported in the Quarterly Report on Form 10-Q of the Issuer for the period ended September 30, 2007. Neither the fact of this filing nor anything contained herein shall be deemed to be an admission by any of the Reporting Persons that a group exists within the meaning of the Exchange Act.
Item 4 of the Schedule 13G “Ownership,” is hereby amended and restated in its entirety as follows:
     Pursuant to the Exchange Act and regulations thereunder, the Reporting Persons may be deemed as a group to have acquired beneficial ownership of 1,479,000 shares of Common Stock, which represents 5.8% of the outstanding Common Stock of the Issuer.
     Grant Gund may be deemed to have shared power to vote and shared power to dispose of an aggregate of 447,540 shares of Common Stock, which constitutes 1.8% of the outstanding Common Stock of the Issuer, by virtue of his position as co-trustee for certain trusts as indicated below:
    Kelsey Laidlaw Gund Gift Trust (Grant Gund serves as co-trustee with Rebecca H. Dent): 177,000
 
    Llura Blair Gund Gift Trust (Grant Gund serves as co-trustee with Rebecca H. Dent): 135,270
 
    Grant Owen Gund Gift Trust (Grant Gund serves as co-trustee with Rebecca H. Dent): 135,270
     Rebecca H. Dent may be deemed to have shared power to vote and shared power to dispose of an aggregate of 914,000 shares of Common Stock, which constitutes 3.6% of the outstanding Common Stock of the Issuer, by virtue of her position as co-trustee for certain trusts as indicated below:
    G. Zachary Gund Descendants’ Trust (Rebecca H. Dent serves as co-trustee with G. Zachary Gund): 466,460
 
    Kelsey Laidlaw Gund Gift Trust (Rebecca H. Dent serves as co-trustee with Grant Gund): 177,000
 
    Llura Blair Gund Gift Trust (Rebecca H. Dent serves as co-trustee with Grant Gund): 135,270
 
    Grant Owen Gund Gift Trust (Rebecca H. Dent serves as co-trustee with Grant Gund): 135,270
     G. Zachary Gund, as co-trustee with Rebecca H. Dent for the G. Zachary Gund Descendants’ Trust, may be deemed to have shared power to vote and shared power to dispose of 466,460 shares of Common Stock, which constitutes 1.8% of the outstanding Common Stock of the Issuer.
     Llura L. Gund, as co-trustee with Gordon Gund for the Dionis Trust, may be deemed to have shared power to vote and shared power to dispose of 565,000 shares of Common Stock, which constitutes 2.2% of the outstanding Common Stock of the Issuer.
     Gordon Gund, as co-trustee with Llura L. Gund for the Dionis Trust, may be deemed to have shared power to vote and shared power to dispose of 565,000 shares of Common Stock, which constitutes 2.2% of the outstanding Common Stock of the Issuer.
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.

7


 

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.
Date: February 4, 2008
         
     
  By:   /s/ Theodore W. Baker*    
    Name:   Theodore W. Baker   
    Attorney-in-fact for the Reporting Persons   
 
 
*   The Power of Attorney authorizing Theodore W. Baker to act on behalf of the Reporting Persons was attached as Exhibit B to the Schedule 13G.

8

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