-----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, C5VYDX7ucmkAJFPpgxCCwL3OOxQEsvy25zOKyJFGLddWfHAMA/6E4cZRrHcUoPou 5FBP98bx42US06ykSdGxBA== 0001144204-10-003486.txt : 20100126 0001144204-10-003486.hdr.sgml : 20100126 20100126060806 ACCESSION NUMBER: 0001144204-10-003486 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100126 DATE AS OF CHANGE: 20100126 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Yang Nick Ning CENTRAL INDEX KEY: 0001317064 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 35/F TENGDA PLAZA STREET 2: NO. 168 XIZHIMENWAI STREET CITY: BEIJING STATE: F4 ZIP: 100044 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KONGZHONG CORP CENTRAL INDEX KEY: 0001285137 STANDARD INDUSTRIAL CLASSIFICATION: TELEGRAPH & OTHER MESSAGE COMMUNICATIONS [4822] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80458 FILM NUMBER: 10546019 BUSINESS ADDRESS: STREET 1: 35F, TENGDA TOWER, STREET 2: NO. 168 XIWAI ST. CITY: HAIDIAN DISTRICT, BEIJING STATE: F4 ZIP: 100044 BUSINESS PHONE: (8610) 8857-5892 MAIL ADDRESS: STREET 1: 35F, TENGDA TOWER, STREET 2: NO. 168 XIWAI ST. CITY: HAIDIAN DISTRICT, BEIJING STATE: F4 ZIP: 100044 SC 13G/A 1 v172124_sc13g-a.htm
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549
 
 
SCHEDULE 13G
 
 
(Rule 13d-102)
 
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
 
 
KONGZHONG CORPORATION

(Name of Issuer)
 

 
ORDINARY SHARES

(Title of Class of Securities)
 

 
50047P104

(CUSIP Number)
 

 
December 31, 2009

(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)
 
o     Rule 13d-1(c)
 
þ     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. 50047P104
 

1
Names of Reporting Persons.
Nick Ning YANG
 
 
2
Check the Appropriate Box if a Member of a Group
(See Instructions)   N/A
(a) o
(b) o
3
SEC Use Only
 
 
4
Citizenship or Place of Organization: United States of America
 
 
Number Of
Shares
Beneficially
Owned By
Each
Reporting
Person With:
5
Sole Voting Power   203,974,320
 
 
6
Shared Voting Power   N/A
 
 
7
Sole Dispositive Power   203,974,320
 
 
8
Shared Dispositive Power   N/A
 
 
9
Aggregate Amount Beneficially Owned by Each Reporting Person   203,974,320
 
 
10
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions)   N/A
o
 
11
Percent of Class Represented by Amount in Row (9)   14.5%
 
 
12
Type of Reporting Person (See Instructions)   IN
 
 
 
 
 
Page 2 of 5 pages

 
 
 
Item 1.
 
 
 
(a)
Name of Issuer:  KongZhong Corporation
 
(b)
Address of Issuer’s Principal Executive Offices:  35th Floor, Tengda Plaza, No. 168 Xizhimenwai Street, Haidian District, Beijing, 100044, China
 
Item 2.
 
 
 
(a)
Name of Person Filing: Nick Ning YANG
 
(b)
Address of Principal Business Office or, if None, Residence: 35th Floor, Tengda Plaza, No. 168 Xizhimenwai Street, Haidian District, Beijing, 100044, China
 
(c)
Citizenship: United States of America
 
(d)
Title of Class of Securities: Ordinary shares
 
(e)
CUSIP Number: 50047P104
 
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)
o
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
 
(b)
o
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
 
(c)
o
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
 
(d)
o
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
 
(e)
o
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
(f)
o
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
(g)
o
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
 
(h)
o
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
(i)
o
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
 
(j)
o
A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
 
(k)
o
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
 
If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: _____________________________________________________________________________.
 
Not applicable.
 
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.
 
 
Page 3 of 5 pages

 
 
As of January 19, 2010:
 
 
(a)
Amount beneficially owned: 203,974,320
 
(b)
Percent of class: 14.5%**
 
(c)
Number of shares as to which the person has:
   
(i)
 
Sole power to vote or to direct the vote: 203,974,320
   
(ii)
 
Shared power to vote or to direct the vote: N/A
   
(iii)
 
Sole power to dispose or to direct the disposition of: 203,974,320
   
(iv)
 
Shared power to dispose or to direct the disposition of: N/A
 

       
 
**
The percentage used herein is calculated based upon the 1,409,396,360 ordinary shares of the Issuer issued and outstanding as of January 19, 2010 (based on information provided by the Issuer to the Reporting Person on January 21, 2010).
 
 
Item 5.
Ownership of Five Percent or Less of a Class.
 
Not applicable.
 
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.
Certifications.
 
Not applicable.
 

 
 
 
Page 4 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.
 
 
January 26, 2010 
(Date)
 
 
/s/ Nick Yang 
(Signature)
 
 
Nick Yang, President, KongZhong Corporation 
(Name and Title)

 
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.
 
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations. (see 18 U.S.C. 1001).
 


 
Page 5 of 5 pages

 
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