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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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
____________
SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant to Rule 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. 15)
| Himax Technologies, Inc. |
(Name of Issuer)
|
| Ordinary Shares, par value US$0.3 per share |
(Title of Class of Securities)
|
| 43289P106 |
(CUSIP Number)
|
| December 31, 2022 |
| (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)
[X] Rule 13d – 1(d)
SCHEDULE 13G
| CUSIP No. 43289P106 | Page 2 of 9 Pages |
| 1 |
NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | |||
| Biing-Seng Wu | ||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a)[_] | ||
| (b)[_] | ||||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
| Republic of China | ||||
|
Number of Shares Beneficially Owned By Each Reporting Person With |
5 | SOLE VOTING POWER | ||
| 315,322 (See item 4) | ||||
| 6 | SHARED VOTING POWER | |||
| 76,589,146 (See item 4) | ||||
| 7 | SOLE DISPOSITIVE POWER | |||
| 315,322 (See item 4) | ||||
| 8 | SHARED DISPOSITIVE POWER | |||
| 76,589,146 (See item 4) | ||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
| 76,904,468 (See item 4) | ||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] | |||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
| 22.0% (See item 4) | ||||
| 12 | TYPE OF REPORTING PERSON | |||
| IN | ||||
| 2 |
| CUSIP No. 43289P106 | Page 3 of 9 Pages |
| 1 |
NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | |||
| Sanfair Asia Investments Ltd. | ||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a)[_] | ||
| (b)[_] | ||||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
| British Virgin Islands | ||||
|
Number of Shares Beneficially Owned By Each Reporting Person With |
5 | SOLE VOTING POWER | ||
| 0 | ||||
| 6 | SHARED VOTING POWER | |||
| 56,549,308 | ||||
| 7 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 8 | SHARED DISPOSITIVE POWER | |||
| 56,549,308 | ||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
| 56,549,308 | ||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] | |||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
| 16.2% | ||||
| 12 | TYPE OF REPORTING PERSON | |||
| CO | ||||
| 3 |
| CUSIP No. 43289P106 | Page 4 of 9 Pages |
| 1 |
NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON | |||
| Chi-Duan Investment Co. Ltd. | ||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a)[_] | ||
| (b)[_] | ||||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||
| Republic of China | ||||
|
Number of Shares Beneficially Owned By Each Reporting Person With |
5 | SOLE VOTING POWER | ||
| 0 | ||||
| 6 | SHARED VOTING POWER | |||
| 20,039,838 | ||||
| 7 | SOLE DISPOSITIVE POWER | |||
| 0 | ||||
| 8 | SHARED DISPOSITIVE POWER | |||
| 20,039,838 | ||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||
| 20,039,838 | ||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] | |||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||
| 5.7% | ||||
| 12 | TYPE OF REPORTING PERSON | |||
| CO | ||||
| 4 |
| Item 1(a). | Name of Issuer. |
Himax Technologies, Inc.
| Item 1(b). | Address of Issuer’s Principal Executive Offices. |
The address of the principal executive offices of Himax Technologies, Inc. is No. 26, Zih Lian Road, Sinshih District, Tainan City 74148, Taiwan, the Republic of China.
| Item 2(a). | Name of Person Filing. |
Biing-Seng Wu
Sanfair Asia Investments Ltd.
Chi-Duan Investment Co. Ltd.
| Item 2(b). | Address of Principal Business Office or, if None, Residence. |
The address of the principal business office of Biing-Seng Wu is No. 26, Zih Lian Road, Sinshih District, Tainan City 74148, Taiwan, the Republic of China.
The address of the principal business office of Sanfair Asia Investments Ltd. is at Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands.
The address of the principal business office of Chi-Duan Investment Co. Ltd. is 10F, No.1, Xiangyang Rd., Taipei 10046, Taiwan, the Republic of China.
| Item 2(c). | Citizenship. |
Biing-Seng Wu is a citizen of the Republic of China.
Sanfair Asia Investments Ltd. is incorporated under the laws of the British Virgin Islands.
Chi-Duan Investment Co. Ltd. is incorporated under the laws of the Republic of China.
| Item 2(d). | Title of Class of Securities. |
Ordinary Shares, par value US$0.3 per Share (the “Shares”).
| 5 |
| Item 2(e). | CUSIP Number. |
43289P106
| Item 3. | If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a: |
| (a) | [_] | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
| (b) | [_] | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
| (c) | [_] | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
| (d) | [_] | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); |
| (e) | [_] | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | [_] | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | [_] | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
| (h) | [_] | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | [_] | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); |
| (j) | [_] | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); |
| (k) | [_] | Group, in accordance with § 240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ___________
| 6 |
| Item 4. | Ownership. |
(a), (b) and (c)
Biing-Seng Wu directly owns 315,322 Shares, representing approximately 0.1% of the outstanding Shares. Biing-Seng Wu beneficially owns 56,549,308 Shares and 20,039,838 Shares through Sanfair Asia Investments Ltd. and Chi-Duan Investment Co. Ltd., respectively, both of which are investment companies controlled by Biing-Seng Wu. Biing-Seng Wu therefore may be deemed to have shared power to vote and dispose of 76,589,146 shares. Accordingly, Biing-Seng Wu may be deemed to beneficially own an aggregate of 76,904,468 Shares, representing approximately 22.0% of the outstanding Shares.
Sanfair Asia Investments Ltd. directly owns and has shared power to vote and dispose of 56,549,308 Shares, representing approximately 16.2% of the outstanding Shares as of December 31, 2022.
Chi-Duan Investment Co. Ltd. directly owns and has shared power to vote and dispose of 20,039,838 Shares, representing approximately 5.7% of the outstanding Shares as of December 31, 2022.
| Item 5. | Ownership of Five Percent or Less of the Class. |
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. |
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.
| 7 |
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.
Date: February 10, 2023
| By: | /s/ Biing-Seng Wu | ||
| Name: | Biing-Seng Wu | ||
| SANFAIR ASIA INVESTMENTS LTD. | |||
| By: | /s/ Biing-Seng Wu | ||
| Name: | Biing-Seng Wu | ||
| Title: | Director | ||
| CHI-DUAN INVESTMENT CO. LTD. | |||
| By: | /s/ Biing-Seng Wu | ||
| Name: | Biing-Seng Wu | ||
| Title: | Director | ||
| 8 |
Exhibit A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendment thereto) with respect to the Shares of Himax Technologies, Inc. and further agree that this agreement be included as an exhibit to such filing. In evidence there of, each of the undersigned hereby executed this Agreement on February 10, 2023.
| By: | /s/ Biing-Seng Wu | ||
| Name: | Biing-Seng Wu | ||
| SANFAIR ASIA INVESTMENTS LTD. | |||
| By: | /s/ Biing-Seng Wu | ||
| Name: | Biing-Seng Wu | ||
| Title: | Director | ||
| CHI-DUAN INVESTMENT CO. LTD. | |||
| By: | /s/ Biing-Seng Wu | ||
| Name: | Biing-Seng Wu | ||
| Title: | Director | ||
9