UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Ubiquiti Networks, Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
90347A 100
(CUSIP Number)
December 31, 2013
(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)
| * | 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. 90347A 100 |
| 1. | Names of reporting persons.
Robert J. Pera | |||||
| 2. | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) ¨
| |||||
| 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
57,302,770 | ||||
| 6. | Shared voting power
0 | |||||
| 7. | Sole dispositive power
57,302,770 | |||||
| 8. | Shared dispositive power
0 | |||||
| 9. |
Aggregate amount beneficially owned by each reporting person
57,302,770 | |||||
| 10. | Check if the aggregate amount in Row (9) excludes certain shares
| |||||
| 11. | Percent of class represented by amount in Row (9)
65.31% | |||||
| 12. | Type of reporting person
IN | |||||
Item 1.
| (a) | Name of Issuer: Ubiquiti Networks, Inc. |
| (b) | Address of Issuer’s Principal Executive Offices: 2580 Orchard Parkway, San Jose, CA 95131 |
Item 2.
| (a) | Name of Person Filing: Robert J. Pera |
| (b) | Address of Principal Business Office or, if none, Residence: 2580 Orchard Parkway, San Jose, CA 95131 |
| (c) | Citizenship: United States of America |
| (d) | Title of Class of Securities: Common Stock, par value $0.001 per share |
| (e) | CUSIP Number: 90347A 100 |
| 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: |
Not applicable.
| Item 4. | Ownership |
| (a) | Amount beneficially owned: 57,302,770 shares |
| (b) | Percent of class: 65.31%, based on 87,739,935 shares of Common Stock outstanding at December 31, 2013 as disclosed in Ubiquiti Networks, Inc.’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on February 7, 2014. |
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: 57,302,770 shares |
| (ii) | Shared power to vote or to direct the vote: 0 shares |
| (iii) | Sole power to dispose or to direct the disposition of: 57,302,770 shares |
| (iv) | Shared power to dispose or to direct the disposition of: 0 shares |
| 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.
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 11, 2014 |
| Date |
| /s/ Robert J. Pera |
| Name: Robert J. Pera |