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NAPCO SECURITY TECHNOLOGIES, INC — Major Shareholding Notification 2007
Mar 2, 2007
31906_mrq_2007-03-02_cc11a9d5-2066-40a4-a755-bb1dd6400fc7.zip
Major Shareholding Notification
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SC 13G/A 1 napco.htm
| UNITED STATES |
|---|
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| SCHEDULE 13G |
*INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Under the Securities Exchange Act of 1934 (Amendment No. 1)**
*Napco Security Systems, Inc.*
(Name of Issuer)
*common, 0.010000 par value per share*
(Title of Class of Securities)
*630402105*
(CUSIP Number)
*Monday, February 26, 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) |
| --- | --- |
| ý | Rule
13d-1(c) |
| o | Rule
13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting persons 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. 630402105 — 1. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Raj Rajaratnam | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | ý |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power -0- |
| | 6. | Shared Voting Power 1,009,334 |
| | 7. | Sole Dispositive Power -0- |
| | 8. | Shared Dispositive Power 1,009,334 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,009,334 | |
| 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) 5 % (Based upon 20,090,000 shares of common outstanding) | |
| 12. | Type of Reporting Person (See Instructions) IN | |
| CUSIP No. 630402105 — 1. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Galleon Advisors, L.L.C. | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | ý |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power -0- |
| | 6. | Shared Voting Power 205,300 |
| | 7. | Sole Dispositive Power -0- |
| | 8. | Shared Dispositive Power 205,300 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 205,300 | |
| 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 % (Based upon 20,090,000 shares of common outstanding) | |
| 12. | Type of Reporting Person (See Instructions) OO | |
| CUSIP No. 630402105 — 1. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Galleon Management, L.L.C. | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | ý |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power -0- |
| | 6. | Shared Voting Power 1,009,334 |
| | 7. | Sole Dispositive Power -0- |
| | 8. | Shared Dispositive Power 1,009,334 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,009,334 | |
| 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) 5 % (Based upon 20,090,000 shares of common outstanding) | |
| 12. | Type of Reporting Person (See Instructions) OO | |
| CUSIP No. 630402105 — 1. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Galleon Management, L.P. | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | ý |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power -0- |
| | 6. | Shared Voting Power 1,009,334 |
| | 7. | Sole Dispositive Power -0- |
| | 8. | Shared Dispositive Power 1,009,334 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,009,334 | |
| 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) 5 % (Based upon 20,090,000 shares of common outstanding) | |
| 12. | Type of Reporting Person (See Instructions) PN | |
| CUSIP No. 630402105 — 1. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Galleon Captain's Partners, L.P. | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | ý |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization Delaware | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power -0- |
| | 6. | Shared Voting Power 205,300 |
| | 7. | Sole Dispositive Power -0- |
| | 8. | Shared Dispositive Power 205,300 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 205,300 | |
| 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 % (Based upon 20,090,000 shares of common outstanding) | |
| 12. | Type of Reporting Person (See Instructions) PN | |
| CUSIP No. 630402105 — 1. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Galleon Captain's Offshore, LTD. | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | ý |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization Bermuda | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power -0- |
| | 6. | Shared Voting Power 804,034 |
| | 7. | Sole Dispositive Power -0- |
| | 8. | Shared Dispositive Power 804,034 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 804,034 | |
| 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) 4 % (Based upon 20,090,000 shares of common outstanding) | |
| 12. | Type of Reporting Person (See Instructions) CO | |
| Item 1. | (a) | Name of Issuer Napco Security Systems, Inc. |
|---|---|---|
| (b) | Address of Issuers Principal Executive Offices 333 Bayview Avenue, Amityville, NY, 11701 | |
| Item 2. | ||
| (a) | Name of Person Filing Raj Rajaratnam Galleon Advisors, L.L.C. Galleon Management, L.L.C. Galleon Management, L.P. Galleon Captain's Partners, L.P. Galleon Captain's Offshore, LTD. | |
| (b) | Address | |
| of Principal Business Office or, if none, Residence For | ||
| Galleon Management, L.P.: 590 Madison Avenue, 34th Floor New York, NY 10022 For each Reporting Person other than Galleon Management, L.P.: c/o Galleon Management, L.P. 590 Madison Avenue, 34th Floor New York, NY 10022 | ||
| (c) | Citizenship For Raj Rajaratnam: United States For Galleon Advisors, L.L.C.: Delaware For Galleon Management, L.L.C.: Delaware For Galleon Management, L.P.: Delaware For Galleon Captain's Partners, L.P.: Delaware For Galleon Captain's Offshore, LTD.: Bermuda | |
| (d) | Title of Class of Securities common, $0.010000 par value per share | |
| (e) | CUSIP Number 630402105 | |
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2 (b) or (c), Check Whether the Person Filing is a: | |
| Not applicable. |
| Item 4. | ||
|---|---|---|
| Provide | ||
| the following information regarding the aggregate number and percentage | ||
| of the class of securities of the issuer identified in Item 1. For Raj Rajaratnam Galleon Management, L.L.C. and Galleon Management, L.P. | ||
| (a) | Amount | |
| beneficially owned: 1,009,334.00 | ||
| (b) | Percent | |
| of class: 5 % (Based upon 20,090,000 shares of common outstanding) | ||
| (c) | Number | |
| of shares as to which the person has: | ||
| (i) | Sole | |
| power to vote or to direct the vote 0 | ||
| (ii) | Shared | |
| power to vote or to direct the vote 1,009,334.00 | ||
| (iii) | Sole | |
| power to dispose or to direct the disposition of 0 | ||
| (iv) | Shared | |
| power to dispose or to direct the disposition of 1,009,334.00 |
| Provide
the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1. For Galleon Advisors, L.L.C. — (a) | Amount
beneficially owned: 205,300.00 | |
| --- | --- | --- |
| (b) | Percent
of class: 1 % (Based upon 20,090,000 shares of common outstanding) | |
| (c) | Number
of shares as to which the person has: | |
| | (i) | Sole
power to vote or to direct the vote 0 |
| | (ii) | Shared
power to vote or to direct the vote 205,300.00 |
| | (iii) | Sole
power to dispose or to direct the disposition of 0 |
| | (iv) | Shared
power to dispose or to direct the disposition of 205,300.00 |
| Provide
the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1. Galleon Captain's Partners, L.P. — (a) | Amount
beneficially owned: 205,300.00 | |
| --- | --- | --- |
| (b) | Percent
of class: 1 % (Based upon 20,090,000 shares of common outstanding) | |
| (c) | Number
of shares as to which the person has: | |
| | (i) | Sole
power to vote or to direct the vote 0 |
| | (ii) | Shared
power to vote or to direct the vote 205,300.00 |
| | (iii) | Sole
power to dispose or to direct the disposition of 0 |
| | (iv) | Shared
power to dispose or to direct the disposition of 205,300.00 |
| Provide
the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1. Galleon Captain's Offshore, LTD. — (a) | Amount
beneficially owned: 804,034.00 | |
| --- | --- | --- |
| (b) | Percent
of class: 4 % (Based upon 20,090,000 shares of common outstanding) | |
| (c) | Number
of shares as to which the person has: | |
| | (i) | Sole
power to vote or to direct the vote 0 |
| | (ii) | Shared
power to vote or to direct the vote 804,034.00 |
| | (iii) | Sole
power to dispose or to direct the disposition of 0 |
| | (iv) | Shared
power to dispose or to direct the disposition of 804,034.00 |
Pursuant to the partnership agreement of Galleon Captains Partners, L.P., Galleon Healthcare Partners, L.P., Galleon Technology Partners II, L.P., Galleon Explorers Partners, L.P., and Galleon Communication Partners, L.P., Galleon Management, L.P. and Galleon Advisors, L.L.C. share all investment and voting power with respect to the securities held by Galleon Captains Partners, L.P., Galleon Healthcare Partners, L.P., Galleon Technology Partners, L.P., Galleon Explorers Partners, L.P., and Galleon Communication Partners, L.P., and pursuant to an investment management agreement, Galleon Management, L.P. has all investment and voting power with respect to the securities held by Galleon Captains Offshore, Ltd., Galleon Healthcare Offshore, Ltd., Galleon Technology Offshore, Ltd., Galleon Communications Offshore, Ltd., Galleon Explorers Offshore, Ltd., Galleon Admirals Offshore, Ltd., Galleon Buccaneers Offshore, Ltd., Vitruvius SICAV, Vitruvius Growth Opportunities, Technology MAC 88, Ltd., Polaris Prime Technology (Cayman), L.P., Galleon International Master Fund, SPC. Ltd.-EM Technology and SG AM AI EC IV. Raj Rajaratnam, as the managing member of Galleon Management, L.L.C., controls Galleon Management, L.L.C., which, as the general partner of Galleon Management, L.P., controls Galleon Management, L.P. Raj Rajaratnam, as the managing member of Galleon Advisors, L.L.C., also controls Galleon Advisors, L.L.C. The shares reported herein by Raj Rajaratnam, Galleon Management, L.P., Galleon Management, L.L.C., and Galleon Advisors, L.L.C. may be deemed beneficially owned as a result of the purchase of such shares by Galleon Captains Partners, L.P., Galleon Captains Offshore, Ltd., Galleon Technology Partners II, L.P., Galleon Technology Offshore, Ltd., Galleon Healthcare Partners, L.P., Galleon Healthcare Offshore, Ltd., Galleon Explorers Partners, L.P., Galleon Explorers Offshore, Ltd., Galleon Communication Partners, L.P., Galleon Communication Offshore, Ltd., Galleon Admirals Offshore, Ltd., Galleon Buccaneers Offshore, Ltd., Galleon International Master Fund, SPC. Ltd.-EM Technology., Vitruvius SICAV, Vitruvius Growth Opportunities, Technology MAC 88, Ltd., Polaris Prime Technology (Cayman), L.P. and SG AM AI EL IV as the case may be. Each of Raj Rajaratnam, Galleon Management, L.P., Galleon Management, L.L.C., and Galleon Advisors, L.L.C. disclaims any beneficial ownership of the shares reported herein, except to the extent of any pecuniary interest therein.
*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 o .
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.*
*Certification*
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.
| Friday, March 02, 2007 |
|---|
| Date |
| Raj Rajaratnam, for HIMSELF; |
| For GALLEON ADVISORS, L.L.C., as its Managing Member |
| For GALLEON MANAGEMENT, L.L.C., as its Managing Member; |
| For GALLEON MANAGEMENT, L.P., as the Managing Member of its General Partner, Galleon Management, L.L.C.; |
| For GALLEON CAPTAINS PARTNERS, L.P., as the Managing Member of its General Partner, Galleon Advisors, L.L.C.; |
| For GALLEON CAPTAINS OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory; |
Exhibit 1
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.in this statement is true, complete and correct.
| Raj Rajaratnam, for HIMSELF; |
|---|
| For GALLEON ADVISORS, L.L.C., as its Managing Member |
| For GALLEON MANAGEMENT, L.L.C., as its Managing Member; |
| For GALLEON MANAGEMENT, L.P., as the Managing Member of its General Partner, Galleon Management, L.L.C.; |
| For GALLEON CAPTAINS PARTNERS, L.P., as the Managing Member of its General Partner, Galleon Advisors, L.L.C.; |
| For GALLEON CAPTAINS OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory; |