SEC FORM
5
SEC Form 5
| FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0362 |
| Estimated average burden |
| hours per response: |
1.0 |
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|
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
|
Form 3 Holdings Reported. |
|
Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
| C/O SIANA CARR O'CONNOR & LYNAM, |
| 1500 EAST LANCASTER AVENUE |
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
AMKOR TECHNOLOGY, INC.
[ AMKR ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
|
10% Owner |
|
Officer (give title below) |
X |
Other (specify below) |
| Exhibit 99.1 |
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3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year)
12/31/2019
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Amount |
(A) or (D) |
Price |
| Common Stock |
12/16/2019 |
|
J
|
443,100 |
D |
$12.92
|
2,027,050 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
|
| (A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
| Remarks: |
|
|
Richard D. Rosen, as Attorney in Fact |
02/14/2020 |
|
** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
LIMITED POWER OF ATTORNEY
Know all by these presents, that each of the undersigned hereby makes,
constitutes and appoints Mark Rogers, Megan Faust and Richard D. Rosen (any of
whom may act individually) as the true and lawful attorney-in-fact of each of
the undersigned, with full power and authority as hereinafter described on
behalf of and in the name, place and stead of each of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5
(including any amendments thereto) and any Schedule 13D (including any
amendments thereto) with respect to the securities of Amkor Technology, Inc., a
Delaware corporation (the "Company"), with the United States Securities and
Exchange Commission, any national securities exchanges and the Company, as
considered necessary or advisable under Section 16(a) of the Securities Exchange
Act of 1934 and the rules and regulations promulgated thereunder, as amended
from time to time (the "Exchange Act"), including obtaining any filing codes or
reissuance of existing filing codes, if necessary, in connection therewith;
(2) seek or obtain, as the representative of each of the undersigned and on
behalf of each of the undersigned, information on transactions in the Company's
securities from any third party, including brokers, employee benefit plan
administrators and trustees, and each of the undersigned hereby authorizes any
such person to release any such information to such attorney-in-fact and
approves and ratifies any such release of information; and
(3) perform any and all other acts which in the discretion of such attorney-
in-fact are necessary or desirable for and on behalf of any of the undersigned
in connection with the foregoing.
Each of the undersigned acknowledges that:
(1) this Power of Attorney authorizes, but does not require, such attorney-
in-fact to act in his or her discretion on information provided to such
attorney-in-fact without independent verification of such information;
(2) any documents prepared and/or executed by such attorney-in-fact on
behalf of any of the undersigned pursuant to this Power of Attorney will be in
such form and will contain such information and disclosure as such attorney-in-
fact, in his or her discretion, deems necessary or desirable;
(3) neither the Company nor such attorney-in-fact assumes (i) any liability
for any of the undersigneds' responsibility to comply with the requirements of
the Exchange Act, (ii) any liability of any of the undersigned for any failure
to comply with such requirements, or (iii) any obligation or liability of any of
the undersigned for profit disgorgement under Section 16(b) of the Exchange Act;
(4) this Power of Attorney does not relieve any of the undersigned from
responsibility for compliance with the undersigneds' obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act; and
(5) this Power of Attorney supersedes and replaces any prior power of
attorney executed by one or more of the undersigned for any of the purposes set
forth herein.
Although this Power of Attorney supersedes and replaces any prior power
of attorney executed by one or more of the undersigned for any of the purposes
set forth herein, each of the undersigned hereby ratifies and approves of any
actions taken pursuant to any prior power of attorney for any of the purposes
set forth herein, including without limitation the granting thereof by any one
or more of the undersigned on his or her behalf. Each of the undersigned hereby
gives and grants the foregoing attorney-in-fact full power and authority to do
and perform all and every act and thing whatsoever requisite, necessary or
appropriate to be done in and about the foregoing matters as fully to all
intents and purposes as the undersigned might or could do if present, hereby
ratifying all that such attorney-in-fact shall lawfully do or cause to be done
of, for and on behalf of the undersigned by virtue of this Power of Attorney.
This Power of Attorney may be executed in several counterparts, each of
which shall be deemed an original but all of which shall constitute one and the
same instrument.
This Power of Attorney shall remain in full force and effect until
revoked by any of the undersigned in a signed writing delivered to the attorney-
in-fact.
IN WITNESS WHEREOF, the undersigned have each caused this Power of
Attorney to be executed as of the 14th day of February, 2020.
John T. Kim Trust of December 31, 1987, as amended (fn. 1)
Susan Y. Kim Trust of December 31, 1987, as amended (fn. 2)
David D. Kim Trust of December 31, 1987, as amended (fn. 3)
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of
Alexandra Kim Panichello (fn. 1 and 2)
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of
Jacqueline Mary Panichello (fn. 1 and 2)
Irrevocable Deed of Trust of Susan Y. Kim dated 4/16/98 for the benefit of
Dylan James Panichello (fn. 1 and 2)
Irrevocable Deed of Trust of James J. Kim for Alexandra Kim Panichello dated
12/24/92 (fn. 1 and 2)
Irrevocable Deed of Trust of James J. Kim for Jacqueline Mary Panichello
dated 10/3/94 (fn. 1 and 2)
Irrevocable Deed of Trust of James J. Kim for Dylan James Panichello dated
10/15/01 (fn. 1 and 2)
Irrevocable Deed of Trust of James J. Kim for Allyson Lee Kim dated 10/15/01
(fn. 1 and 2)
Irrevocable Deed of Trust of James J. Kim, Settlor F/B/O Jason Lee Kim dated
11/17/03 (fn. 1 and 2)
Irrevocable Deed of Trust of James J. Kim, Settlor F/B/O Children of David D.
Kim dated 11/11/05 (fn. 1 and 3)
John T. Kim 2007 Children's Trust dated 12/28/07 (fn. 1 and 2)
James J. Kim 2008 Trust FBO Alexandra Kim Panichello and Descendants dated
2/5/08 (fn. 1 and 2)
James J. Kim 2008 Trust FBO Jacqueline Mary Panichello and Descendants dated
2/5/08 (fn. 1 and 2)
James J. Kim 2008 Trust FBO Dylan James Panichello and Descendants dated
2/5/08 (fn. 1 and 2)
James J. Kim 2008 Trust FBO Descendants of John T. Kim dated 2/5/08 (fn. 1
and 2)
James J. Kim 2008 Trust FBO Descendants of David D. Kim dated 2/5/08 (fn. 1,
2 and 3)
John T. Kim 2012 Generation-Skipping Trust U/A Dated 12/11/12 (fn. 1 and 4)
Family Trust Under the Susan Y. Kim 2012 Irrevocable Trust Agreement Dated
7/26/12 (fn. 1 and 2)
Family Trust Under the John T. Kim 2012 Irrevocable Trust Agreement dtd
12/11/12.(fn. 1 and 4)
James J. Kim 2014 Qualified Annuity Trust U/A Dated 10/13/14 (fn. 2 and 4)
Susan Y. Kim 2015 Irrevocable Trust U/A Dated 3/16/15 (fn. 1 and 2)
Qualified Annuity Trust Under the John T. Kim 2018 Irrevocable Trust
Agreement Dated February 6, 2018 (fn. 1 and 2)
Qualified Annuity Trust Under the Susan Y. Kim 2018-1 Irrevocable Trust
Agreement dtd 8/29/18 (fn. 2 and 4)
James J. Kim 2018-1 Qualified Annuity Trust U/A Dated 8/30/18 (fn. 2 and 4)
James J. Kim 2019-1 Qualified Annuity Trust U/A Dated 9/10/19 (fn. 2 and 4)
915 Investments, LP (fn 5)
Sujoda Investments, LP (fn 6)
Sujochil, LP (fn 7 and 8)
[Signature page follows]
By: /s/ John T. Kim
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John T. Kim, as Trustee of the trusts designated by footnote 1.
By: /s/ Susan Y. Kim
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Susan Y. Kim, as Trustee of the trusts designated by footnote 2.
By: /s/ David D. Kim
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David D. Kim, as Trustee of the trusts designated by footnote 3.
By: /s/ James J. Kim
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James J. Kim, as Trustee of the trusts designated by footnote 4.
By: /s/ James J. Kim
----------------------------------------------
James J. Kim, as general partner of the limited partnership designated by
footnote 5
By: /s/ Susan Y. Kim
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Susan Y. Kim, as Manager of Sujoda Management, LLC, the general partner of the
limited partnership designated by footnote 6
By: /s/ John T. Kim
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John T. Kim, as general partner of the limited partnership designated by
footnotes 7 and 8
By: /s/ Susan Y. Kim
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Susan Y. Kim, as general partner of the limited partnership designated by
footnotes 7 and 8
Exhibit 99.1
A Schedule 13D was filed by James J. Kim and those members of the reporting
group who then constituted the group on November 28, 2005, as amended by
Amendment No. 1 filed with the Securities and Exchange Commission (the
"Commission") on April 4, 2008, Amendment No. 2 filed with the Commission on
March 19, 2009, Amendment No. 3 filed with the Commission on April 16, 2009,
Amendment No. 4 filed with the Commission on February 5, 2010, Amendment No. 5
filed with the Commission on March 28, 2011, Amendment No. 6 filed with the
Commission on November 17, 2011, Amendment No. 7 filed with the Commission on
March 29, 2013, Amendment No. 8 filed with the Commission on March 28, 2014,
Amendment No. 9 filed with the Commission on March 30, 2015, Amendment No. 10
filed with the Commission on March 30, 2016, Amendment No. 11 filed with the
Commission on January 20, 2017, Amendment No. 12 filed with the Commission on
March 21, 2018, Amendment No. 13 filed with the Commission on November 9, 2018
and Amendment No. 14 filed with the Commission on November 9, 2018 (as further
amended from time to time, the "Schedule 13D"). Those individuals and entities
listed in the Schedule 13D, including the filer of this Form 5, may be deemed to
be members of a group (the "Group") who each exercise voting or investment power
with respect to shares of Amkor Technology, Inc.'s (the "Issuer") Common Stock
in concert with other members of the Group. The Group may be deemed to
beneficially own more than 10% of the outstanding voting securities of the
Issuer. The reporting person states that the filing of this Form 5 Report shall
not be deemed an admission that the reporting person is the beneficial owner of
the reported securities owned by the other members of the Group, for the purpose
of Section 16 of the Securities Exchange Act of 1934, as amended, or for any
other purpose.
