-----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, KL16NajwH0PHWM8ESZ3rfTLGLxGT/JpFUuSYv5LyO0b3bY/LsAkvlWGj5hSLW0Po /sbODtrVvd8ouk/9I+8JMQ== 0000941560-01-500046.txt : 20010214 0000941560-01-500046.hdr.sgml : 20010214 ACCESSION NUMBER: 0000941560-01-500046 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LTX CORP CENTRAL INDEX KEY: 0000357020 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 042594045 STATE OF INCORPORATION: MA FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-34749 FILM NUMBER: 1535953 BUSINESS ADDRESS: STREET 1: LTX PARK AT UNIVERSITY AVE CITY: WESTWOOD STATE: MA ZIP: 02090 BUSINESS PHONE: 7814611000 MAIL ADDRESS: STREET 1: LTX PARK AT UNIVERSITY AVENUE CITY: WESTWOOD STATE: MA ZIP: 02090 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GARDNER LEWIS ASSET MANAGEMENT L P CENTRAL INDEX KEY: 0000941560 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 232778393 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 285 WILMINGTON WEST CHESTER PIKE CITY: CHADDS FORD STATE: PA ZIP: 19317 BUSINESS PHONE: 6105582800 MAIL ADDRESS: STREET 2: 285 WILMINGTON WEST CHESTER PIKE CITY: CHADDS FORD STATE: PA ZIP: 19317 SC 13G 1 ltxx00.txt LTX CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.__)* LTX Corp. (Name of Issuer) Common (Title of Class of Securities) 502392103 (CUSIP Number) *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. 502392103 1 NAME OF REPORTING PERSON S.S. OR I.R.S. INDENTIFICATION NO. OF ABOVE PERSON Gardner Lewis Asset Management 23-2778393 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION 285 Wilmington - West Chester Pike, Chadds Ford, PA 19317 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 2,419,700 6 SHARED VOTING POWER 34,400 7 SOLE DISPOSITIVE POWER 2,614,380 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,614,380 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.48% 12 TYPE OF REPORTING PERSON * IA *SEE INSTRUCTION BEFORE FILLING OUT! Item 1. (a) Name of Issuer. LTX Corp. (b) Address of Issuer's Principal Executive Offices. LTX Park at University Ave., Westwood, MA 02090 Item 2. (a) Name of Person Filing. Gardner Lewis Asset Management, L.P. (b) Address of Principal Business Office or, if none, Residence. 285 Wilmington - West Chester Pike, Chadds Ford, PA 19317 (c) Citizenship. USA (d) Title of Class of Securities. Common (e) CUSIP Number. Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) Broker or Dealer registered under Section 15 of the Act. (b) Bank as defined in section 3(a)(6) of the Act (c) Insurance Company as defined in section 3(a)(19) of the Act (d) Investment Company registered under section 8 of the Investment Company Act (e) Investment Advisor registered under section 203 of the Investment Advisers Act of 1940 (f) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see 240.13d-1(b)(1)(ii)(F) (g) Parent Holding Company, in accordance with 240.13d-1(b)(1)(ii)(G) (Note: See Item 7) (h) Group, in accordance with 240.13d-1(b)(1)(ii)(H) Item 4. Ownership If the percent of the class owned, as of December 31 of the year covered by the statement, or as of the last day of any month described in Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following information as of that date and identify those shares which there is a right to acquire. (a) Amount Beneficially Owned 2,614,380 (b) Percent of Class 5.48% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 2,419,700 (ii) shared power to vote or to direct the vote 34,400 (iii) sole power to dispose or to direct the disposition of 2,614,380 (iv) shared power to dispose or to direct the disposition of 0 Instruction: For computations regarding securities which represent a right to acquire an underlying security see Rule 13d-3(d)(1). 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 _. Instruction: Dissolution of a group requires a response to this item. Item 6. Ownership of More than Five Percent on Behalf of Another Person. If any 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, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identification of the relevant subsidiary. Item 8. Identification and Classification of Members of the Group If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(H), so indicate under Item 3(h) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each member of the group. Item 9. Notice of Dissolution of Group Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. Item 10. Certification The following certification shall be included if the statement is filed pursuant to Rule 13d-1(b): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction have such purposes or effect. 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, 2001 Date Signature W. Whitfield Gardner Chairman and CEO Name/Title Page 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----