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UNITED STATES |
OMB APPROVAL |
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SECURITIES AND EXCHANGE COMMISSION |
OMB Number: 3235-0145 |
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Washington, D.C. 20549 |
Expires: February 28, 2009 |
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Estimated average burden |
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hours per response… 10.4 |
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Netlist, Inc.
(Name of Issuer)
Common Stock, par value $0.001
(Title of Class of Securities)
64118P 10 9
(CUSIP Number)
December 31, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b) |
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Rule 13d-1(c) |
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x |
Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person’s 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 previously 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 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
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CUSIP No. 64118P 10 9 |
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1 |
Names
of Reporting Persons:
Jun S. Cho |
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
o |
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(b) |
o |
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3 |
SEC Use Only |
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4 |
Citizenship
or Place of Organization
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Number of
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5 |
Sole
Voting Power
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6 |
Shared
Voting Power
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7 |
Sole
Dispositive Power
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8 |
Shared Dispositive Power
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9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares |
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11 |
Percent
of Class Represented by Amount in Row (9)
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12 |
Type
of Reporting Person (See Instructions)
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(1) |
Includes 500,000 shares of common stock held by Mr. Cho as trustee of the Chun Ki Hong 2004 Trust and 500,000 shares of common stock held by Mr. Cho as trustee of the Won Kyung Cha 2004 Trust. Mr. Cho disclaims beneficial ownership of the shares held for these trusts. |
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CUSIP No. 64118P 10 9 |
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Item 1. |
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(a) |
Name
of Issuer
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(b) |
Address
of Issuer’s Principal Executive Offices
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Item 2. |
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(a) |
Name
of Person Filing:
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(b) |
Address
of Principal Business Office or, if none, Residence
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(c) |
Citizenship
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(d) |
Title
of Class of Securities:
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(e) |
CUSIP
Number
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Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
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Not Applicable |
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CUSIP No. 64118P 10 9 |
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Item 4. |
Ownership |
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
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(a) |
Amount beneficially owned: 1,144,000(1) |
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(b) |
Percent of class: 5.8% |
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(c) |
Number of shares as to which such person has:
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(i) |
Sole power to vote or to direct the vote. 1,144,000(1) |
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(ii) |
Shared power to vote or to direct the vote. 0 |
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(iii) |
Sole power to dispose or to direct the disposition of. 1,144,000(1) |
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(iv) |
Shared power to dispose or to direct the disposition of. 0 |
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Item 5. |
Ownership of Five Percent or Less of a Class |
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Not Applicable. |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person |
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Not Applicable |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
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Not Applicable |
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Item 8. |
Identification and Classification of Members of the Group |
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Not Applicable |
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Item 9. |
Notice of Dissolution of Group |
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Not Applicable |
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Item 10. |
Certification |
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Not Applicable |
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(1) |
Includes 500,000 shares of common stock held by Mr. Cho as trustee of the Chun Ki Hong 2004 Trust and 500,000 shares of common stock held by Mr. Cho as trustee of the Won Kyung Cha 2004 Trust. Mr. Cho disclaims beneficial ownership of the shares held for these trusts. |
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CUSIP No. 64118P 10 9 |
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.
Dated: February 17, 2009
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/s/ Jun S. Cho |
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Signature |
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Jun S. Cho |
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