SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
(Name of Issuer)
Common Stock, par value $0.001
(Title of Class of Securities)
December 31, 2019
(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)
☐ 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).
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 control number.
CUSIP No. 413160102
NAMES OF REPORTING PERSONS
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☒
SEC USE ONLY
CITIZENSHIP OR PLACE OF ORGANIZATION
SOLE VOTING POWER
3,217,547 (see Item 4)
SHARED VOTING POWER
SOLE DISPOSITIVE POWER
3,217,547 (see Item 4)
SHARED DISPOSITIVE POWER
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.6% (see Item 4)
TYPE OF REPORTING PERSON
|Item 1(a).|| |
Name of Issuer:
|Item 1(b).|| |
Address of Issuers Principal Executive Offices:
4300 North First Street, San Jose, CA 95134
|Item 2(a).|| |
Name of Person Filing:
|Item 2(b).|| |
Address of Principal Business Office or, if None, Residence:
One Comcast Center, Philadelphia, PA 19103
|Item 2(c).|| |
|Item 2(d).|| |
Title of Class of Securities:
Common Stock, par value $0.001
|Item 2(e).|| |
|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:
☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
☐ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
☐ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
☐ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
☐ Group, in accordance with §240.13d-1(b)(1)(ii)(J).
|Item 4.|| |
Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1.
Amount beneficially owned: 3,217,547. Represents warrant shares issued pursuant to the exercise of the Warrant to Purchase Shares of Common Stock of Harmonic Inc., dated September 26, 2016, which granted the Reporting Person the right to acquire up to 7,816,162 shares of common stock of the Issuer.
Percent of class: 3.6%. Percent of class determined based on 90,343,130 shares of the Issuer shown as outstanding as of October 25, 2019 in the Issuers 10-Q for its fiscal quarter ending September 27, 2019.
Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 3,217,547
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 3,217,547
(iv) Shared power to dispose or to direct the disposition of: 0
|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. ☒
|Item 6.|| |
Ownership of More than Five Percent on Behalf of Another Person.
|Item 7.|| |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
|Item 8.|| |
Identification and Classification of Members of the Group.
|Item 9.|| |
Notice of Dissolution of Group.
|Item 10.|| |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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.
Date: February 13, 2020
/s/ Elizabeth Wideman
|Name: Elizabeth Wideman|
Title: Vice President, Senior Deputy General
Counsel and Assistant Secretary