Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 18)*
AMKOR TECHNOLOGY, INC.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
031652100
(CUSIP Number)
James J. Kim
1500 E. Lancaster Avenue
Paoli, PA 19301-9713
Telephone: (480) 575-7253
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
Copy to:
Brian D. Short, Esq.
Ballard Spahr LLP
1735 Market Street
51st Floor
Philadelphia, PA 19103
Telephone: (215) 864-8230
October 4, 2024
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
SCHEDULE 13D
The Schedule 13D filed with the U.S. Securities and Exchange Commission (SEC) on November 28, 2005, as previously amended (the Initial 13D) is hereby further amended to furnish the additional information set forth in this Amendment No. 18 to the Initial 13D. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Initial 13D.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIP WITH RESPECT TO SECURITIES OF THE ISSUER
On October 2, 2024, 915 Investments, LP, a Pennsylvania limited partnership (the Borrower) entered into a secured margin line of credit note (the Note) with JPMorgan Chase Bank, N.A. (the Bank). Neither Amkor Technology, Inc., a Delaware corporation (the Issuer) nor any of its subsidiaries is a party to the Note. The Note provides for loans made by the Bank to the Borrower in the form of variable margin loans and short-term fixed margin loans up to an aggregate principal amount of $350 million. The principal amount of each margin loan under the Note, together with accrued interest, is due and payable on the earlier of (i) October 2, 2026 or (ii) if such margin line is not extended and no event of default exists, on the payment date set forth in the Banks non-renewal notice or, if later, on the maturity date of any applicable short-term fixed margin loans; provided, however, that in no event will the payment due date be fewer than sixty days after the date of the Bank notice. The Note permits prepayments of principal without penalty. The obligations under the Note are secured by a pledge of an aggregate of 39,594,980 shares of the Issuer held by the Borrower. The obligations under the Note are guaranteed by Susan Y. Kim and Susan Y. Kim, as trustee of the Susan Y. Kim Trust of December 31, 1987, as amended and restated (the SYK 2007 Trust). The Guaranty Agreement, dated as of October 2, 2024, by and among the Bank, Susan Y. Kim and the SYK 2007 Trust is filed as Exhibit 99.2 herewith. As is customary with collateralized loan agreements, upon the occurrence of certain events of default, the Bank may exercise its rights with respect to the collateral.
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ITEM 7. MATERIALS TO BE FILED AS EXHIBITS
Exhibit |
Exhibit Name | |
99.1* | Eighteenth Amended and Restated Agreement regarding joint filing | |
99.2* | Guaranty Agreement, dated October 2, 2024, among Susan Y. Kim and Susan Y. Kim, as Trustee of the Susan Y. Kim Trust of December 31, 1987 in favor of JPMorgan Chase Bank, N.A. | |
24.1* | Powers of Attorney | |
24.2 | Powers of Attorney (incorporated by reference to Exhibit 24 to the Schedule 13D/A filed by the Reporting Persons on November 11, 2023) |
* | Filed herewith |
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SIGNATURES
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.
Dated: October 4, 2024
/s/ Brian D. Short, Attorney-in-Fact | ||
James J. Kim | ||
/s/ Brian D. Short, Attorney-in-Fact | ||
James J. Kim, as Trustee | ||
/s/ Brian D. Short, Attorney-in-Fact | ||
Agnes C. Kim | ||
/s/ Brian D. Short, Attorney-in-Fact | ||
John T. Kim | ||
/s/ Brian D. Short, Attorney-in-Fact | ||
John T. Kim, as Trustee | ||
/s/ Kenneth R. Hillier, as Attorney in Fact | ||
David D. Kim | ||
/s/ Kenneth R. Hillier, as Attorney in Fact | ||
David D. Kim, as Trustee | ||
/s/ Brian D. Short, Attorney-in-Fact | ||
Susan Y. Kim | ||
/s/ Brian D. Short, Attorney-in-Fact | ||
Susan Y. Kim, as Trustee | ||
/s/ Brian D. Short, Attorney-in-Fact | ||
Liam E. Blaney | ||
John T. Kim Trust of December 31, 1987 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as Trustee | ||
Irrevocable Deed of Trust of James J. Kim for Jacqueline Mary Panichello dated 10/3/94 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Irrevocable Deed of Trust of James J. Kim for Alexandra Kim Panichello dated 12/24/92 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee |
Irrevocable Deed of Trust of James J. Kim for Dylan James Panichello dated 10/15/01 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Irrevocable Deed of Trust of James J. Kim for Allyson Lee Kim dated 10/15/01 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as Trustee | ||
Irrevocable Deed of Trust of James J. Kim FBO Jason Lee Kim dated 11/17/03 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as Trustee | ||
Irrevocable Deed of Trust of James J. Kim f/b/o Children of David D. Kim dated 11/11/05 | ||
By: | /s/ Kenneth R. Hillier, as Attorney in Fact | |
David D. Kim, as Trustee | ||
James J. Kim 2008 Trust FBO Alexandra Kim Panichello and Descendants dated 2/5/08 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
James J. Kim 2008 Trust FBO Jacqueline Mary Panichello and Descendants dated 2/5/08 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
James J. Kim 2008 Trust FBO Dylan James Panichello and Descendants dated 2/5/08 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
James J. Kim 2008 Trust FBO Descendants of John T. Kim dated 2/5/08 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as Trustee |
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James J. Kim 2008 Trust FBO Descendants of David D. Kim | ||
dated 2/5/08 | ||
By: | /s/ Kenneth R. Hillier, as Attorney in Fact | |
David D. Kim, as Trustee | ||
The James and Agnes Kim Foundation, Inc. | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Secretary | ||
915 Investments, LP | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as general partner | ||
John T. Kim 2007 Childrens Trust U/A dated | ||
12/28/07 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Sujoda Investments, LP | ||
By: Sujoda Management, LLC, its general partner | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Manager | ||
Qualified Annuity Trust under the Susan Y. Kim 2018-1 | ||
Irrevocable Trust Agreement dtd 8/29/18 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
James J. Kim, as Trustee | ||
John T. Kim 2012 Generation-Skipping Trust U/A Dated | ||
12/11/12 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
James J. Kim, as Trustee | ||
Qualified Annuity Trust under the John T. Kim 2018 | ||
Irrevocable Trust Agreement dated 2/6/18 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as Trustee | ||
Family Trust under the John T. Kim 2018 Irrevocable Trust | ||
Agreement dated 2/6/18 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee |
Family Trust under the John T. Kim 2012 | ||
Irrevocable Trust | ||
Agreement dated 12/11/12 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
James J. Kim, as Trustee | ||
Family Trust under the Susan Y. Kim 2012 | ||
Irrevocable Trust | ||
Agreement dated 7/26/12 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Sujochil, LP | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as General Partner | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as General Partner | ||
James J. Kim 2019-1 Qualified Annuity Trust U/A Dated | ||
9/10/19 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
James J. Kim 2020-1 Qualified Annuity Trust U/A Dated | ||
4/1/20 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Qualified Annuity Trust Under the Susan Y. Kim | ||
2020-1 Irrevocable Trust Agreement dtd 04/01/20 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Agnes C. Kim 2020-1 Qualified Annuity Trust | ||
U/A Dated | ||
12/16/20 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Alexandra Investments, LLC | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, Manager |
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Jacqueline Investments, LLC | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, Manager | ||
Dylan Investments, LLC | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, Manager | ||
Sujoda Management, LLC | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, Manager | ||
James J. Kim Qualified Annuity Trust U/A Dated | ||
12/15/2021 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, Trustee | ||
Susins, LLC | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, Manager | ||
2023 Grantor Retained Annuity Trust of James J. Kim dtd. | ||
4/26/2023 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
2023 Grantor Retained Annuity Trust of Agnes C. Kim dtd. | ||
4/26/2023 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee |
2023 Grantor Retained Annuity Trust of Susan Y. Kim | ||
Dated 9/15/2023 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
Kim Capital Partners KCP, LLC | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, Manager | ||
2024 Grantor Retained Annuity Trust of Susan Y. Kim | ||
dtd. 8/5/2024 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
2024 Grantor Retained Annuity Trust of James J. Kim | ||
dtd. 8/5/2024 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
2024 Grantor Retained Annuity Trust of Agnes C. Kim | ||
dtd. 8/5/2024 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
Susan Y. Kim, as Trustee | ||
John T. Kim 2024 GRAT #1 dtd. 08/09/2024 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as Trustee | ||
John T. Kim 2024 GRAT #2 dtd. 08/09/2024 | ||
By: | /s/ Brian D. Short, Attorney-in-Fact | |
John T. Kim, as Trustee |
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SCHEDULE I
ITEM 2. Name of Person Filing
James J. Kim, individually and as Trustee
(a) Present principal occupation or employment:
Executive Chairman of the Board
(b) Address of Principal Business Office, or if none, Residence
1500 E. Lancaster Avenue, Paoli, PA 19301-9713
ITEM 2. Name of Person Filing
Agnes C. Kim
(a) Present principal occupation or employment:
Homemaker
(b) Address of Principal Business Office, or if none, Residence
1500 E. Lancaster Avenue, Paoli, PA 19301-9713
ITEM 2. Name of Person Filing
John T. Kim, individually and as Trustee
(a) Present principal occupation or employment:
Private Investor
(b) Address of Principal Business Office, or if none, Residence
1500 E. Lancaster Avenue, Paoli, PA 19301-9713
ITEM 2. Name of Person Filing
David D. Kim, individually and as Trustee
(a) Present principal occupation or employment:
Private Investor
(b) Address of Principal Business Office, or if none, Residence
1500 E. Lancaster Avenue, Paoli, PA 19301-9713
ITEM 2. Name of Person Filing
Susan Y. Kim, individually and as Trustee
(a) Present principal occupation or employment:
Executive Vice Chairman of the Board and Philanthropist
(b) Address of Principal Business Office, or if none, Residence
1500 E. Lancaster Avenue, Paoli, PA 19301-9713
ITEM 2. Name of Person Filing
Liam E. Blaney
(a) Present principal occupation or employment:
Kim Family Manager
(b) Address of Principal Business Office, or if none, Residence
1500 E. Lancaster Avenue, Paoli, PA 19301-9713
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EXHIBIT INDEX
Exhibit |
Exhibit Name | |
99.1* | Eighteenth Amended and Restated Agreement regarding joint filing | |
99.2* | Guarantee Agreement, dated 2, 2024, among Susan Y. Kim and Susan Y. Kim, as Trustee of the Susan Y. Kim Trust of December 31, 1987 in favor of JPMorgan Chase Bank, N.A. | |
24.1* | Powers of Attorney | |
24.2 | Powers of Attorney (incorporated by reference to Exhibit 24 to the Schedule 13D/A filed by the Reporting Persons on November 11, 2023) |
* | Filed herewith |
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