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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
Tier Technologies, Inc.
(Name of Issuer)
Class B Common Stock
(Title of Class of Securities)
88650Q 10 0
(CUSIP Number)
*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 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).
Page 1 of 4
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CUSIP NO. 88650Q 10 0 13G PAGE 2 OF 4 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
James L. Bildner
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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CITIZENSHIP OR PLACE OF ORGANIZATION
4
United States citizen
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SOLE VOTING POWER
5
NUMBER OF 579,048 shares (includes: (i) 480,000 shares of Class
B Common Stock owned by Mr. Bildner (ii) 19,048
shares of Class B Common Stock owned by Mr. Bildner's
SHARES father, over which Mr. Bildner has voting and
dispositive power, and (iii) a vested stock option
that gives Mr. Bildner the right to acquire an
additional 80,000 shares of Class B Common Stock).
BENEFICIALLY -----------------------------------------------------------
SHARED VOTING POWER
OWNED BY 6
1,659,762 shares (includes 1,639,762 shares of Class A
EACH Common Stock held by the Tier Technologies, Inc.
Voting Trust ("Voting Trust"), for which Mr. Bildner
REPORTING serves as a trustee, that are convertible into an
equal number of shares of Class B Common Stock. Also
PERSON includes vested stock options that give each of Mr.
Bildner and William G. Barton the right to acquire an
WITH additional 10,000 shares of Class A Common Stock,
which upon issuance shall be held by the Voting
Trust.)
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SOLE DISPOSITIVE POWER
7
579,048 shares (includes: (i) 480,000 shares of
Class B Common Stock owned by Mr. Bildner (ii)
19,048 shares of Class B Common Stock owned by Mr.
Bildner's father, over which Mr. Bildner has voting
and dispositive power, and (iii) a vested stock
option that gives Mr. Bildner the right to acquire
an additional 80,000 shares of Class B Common Stock.
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SHARED DISPOSITIVE POWER
8
None
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
2,238,810 shares (includes: (i) 480,000 shares of Class B Common Stock
owned by Mr. Bildner, (ii) 19,048 shares of Class B Common Stock owned by
Mr. Bildner's father, over which Mr. Bildner has voting and dispositive
power, (iii) a vested stock option that gives Mr. Bildner the right to
acquire an additional 80,000 shares of Class B Common Stock, (iv)
1,639,762 shares of Class A Common Stock held by the Voting Trust, for
which Mr. Bildner serves as a trustee, that are convertible into an equal
number of shares of Class B Common Stock, and (v) vested stock options
that give each of Messrs. Bildner and Barton the right to acquire an
additional 10,000 shares of Class A Common Stock, which upon issuance
shall be held by the Voting Trust and which are convertible into an equal
number of shares of Class B Common Stock.)
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
[ ]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
23.76% (percentage ownership is calculated based on 7,680,888 shares of
Class B Common Stock outstanding as of January 21, 1998, plus 1,639,762
shares of Class B Common Stock deemed outstanding upon conversion of the
Voting Trust's Class A Common Stock to Class B Common Stock, 80,000
shares of Class B Common Stock deemed outstanding upon the exercise of
Mr. Bildner's vested stock option and 20,000 shares of Class B Common
Stock deemed outstanding upon the exercise and conversion into Class B
Common Stock of stock options to purchase Class A Common Stock held by
Messrs. Bildner and Barton, as provided by Rule 13d-3(d)(1)(i)).
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TYPE OF REPORTING PERSON*
12
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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Item 1.
(a) Name of Issuer:
Tier Technologies, Inc.
(b) Address of Issuer's Principal Executive Offices:
1350 Treat Blvd., Suite 250
Walnut Creek, CA 94596
Item 2.
(a) Name of Person Filing:
James L. Bildner
(b) Address of Principal Business Office or, if None, Residence:
c/o Tier Technologies, Inc.
1350 Treat Blvd., Suite 250
Walnut Creek, CA 94596
(c) Citizenship:
United States citizen
(d) Title of Class of Securities:
Class B Common Stock
(e) CUSIP Number:
88650Q 10 0
Item 3. Inapplicable.
Item 4. Ownership
(a) Amount beneficially owned:
2,238,810 shares (includes: (i) 480,000 shares of Class B Common
Stock owned by Mr. Bildner, (ii) 19,048 shares of Class B Common
Stock owned by Mr. Bildner's father, over which Mr. Bildner has
voting and dispositive power, (iii) a vested stock option that gives
Mr. Bildner the right to acquire an additional 80,000 shares of Class
B Common Stock, (iv) 1,639,762 shares of Class A Common Stock held by
the Voting Trust, for which Mr. Bildner serves as a trustee, that are
convertible into an equal number of shares of Class B Common Stock,
and (v) vested stock options that give each of Messrs. Bildner and
Barton the right to acquire an additional 10,000 shares of Class A
Common Stock, which upon issuance shall be held by the Voting Trust
and which are convertible into an equal number of shares of Class B
Common Stock.)
(b) Percent of class:
23.76% (percentage ownership is calculated based on 7,680,888 shares
of Class B Common Stock outstanding as of January 21, 1998, plus
1,639,762 shares of Class B Common Stock deemed outstanding upon
conversion of the Voting Trust's Class A Common Stock to Class B
Common Stock, 80,000 shares of Class B Common Stock deemed outstanding
upon the exercise of Mr. Bildner's vested stock option and 20,000
shares of Class B Common Stock deemed outstanding upon the exercise
and conversion into Class B Common Stock of stock options to purchase
Class A Common Stock held by Messrs. Bildner and Barton, as provided
by Rule 13d-3(d)(1)(i)).
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct to the vote:
579,048 shares (includes: (i) 480,000 shares of Class B Common
Stock owned by Mr. Bildner (ii) 19,048 shares of Class B Common
Stock owned by Mr. Bildner's father, over which Mr. Bildner has
voting and dispositive power and (iii) a vested stock option
that gives Mr. Bildner the right to acquire an additional
80,000 shares of Class B Common Stock.)
(ii) Shared power to vote or to direct the vote:
1,659,762 shares (includes 1,639,762 shares of Class A Common
Stock held by the Voting Trust for which Mr. Bildner serves as
a trustee, that are convertible into an equal number of shares
of Class B Common Stock. Also includes vested stock options
that give each of Mssrs. Bildner and Barton the right to
acquire an additional 10,000 shares of Class A Common Stock,
which upon issuance shall be held by the Voting Trust.)
(iii) Sole power to dispose or to direct the disposition of:
579,048 shares (includes: (i) 480,000 shares of Class B Common
Stock owned by Mr. Bildner, (ii) 19,048 shares of Class B
Common Stock owned by Mr. Bildner's father, over which Mr.
Bildner has voting and dispositive power, and (iii) a vested
stock option that gives Mr. Bildner the right to acquire an
additional 80,000 shares of Class B Common Stock.)
(iv) Shared power to dispose or to direct the disposition of:
None.
Item 5. Ownership of Five Percent or Less of a Class.
Inapplicable.
Item 6. Ownership of Five Percent on Behalf of Another Person.
Inapplicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Inapplicable.
Item 8. Identification and Classification of Members of the Group.
Inapplicable.
Item 9. Notice of Dissolution of Group.
Inapplicable.
Item 10. Certification.
Inapplicable.
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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 12, 1998
Signature: /s/ James L. Bildner
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James L. Bildner
Chairman of the Board and
Chief Executive Officer
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