UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Aether Systems Inc.
----------------------------
NAME OF ISSUER:
Common Stock (Par Value $.01)
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TITLE OF CLASS OF SECURITIES
00808V 10 5
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CUSIP NUMBER
December 31, 1999
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(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)
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CUSIP NO. 00808V 10 5 13G Page 2 of 7 Pages
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
NexGen Technologies, L.L.C. 17-9802074
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Maryland
5 SOLE VOTING POWER
NUMBER OF 6,452,084
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 16,900,078
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 6,452,084
PERSON
WITH 8 SHARED DISPOSITIVE POWER
6,452,084
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,900,078
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
44.6%
12 TYPE OF REPORTING PERSON*
PN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00808V 10 5 13G Page 3 of 7 Pages
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- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David S. Oros ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF 7,324,584
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 17,772,578
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 7,324,584
PERSON
WITH 8 SHARED DISPOSITIVE POWER
7,324,584
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
17,772,578
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
45.9%
12 TYPE OF REPORTING PERSON*
IN
- ----------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 7 Pages
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Item l(a). Name of Issuer:
Aether Systems Inc. (the "Issuer")
Item 1(b). Address of Issuer's Principal Executive Offices:
The address of the Issuer's principal executive offices is
11460 Cronridge Drive, Owings Mills, Maryland 21117
Item 2(a). Name of Person Filing:
This statement is filed on behalf of NexGen Techologies,
L.L.C. and David S. Oros
Item 2(b). Address of Principal Business Office or, if none, Residence:
The principal place of business of NexGen Technologies, L.L.C.
and David S. Oros is 11460 Cronridge Drive, Owings Mills,
Maryland 21117.
Item 2(c). Citizenship:
The citizenship or place of organization of each of the
Reporting Persons is set forth on the cover page.
Item 2(d). Title of Class of Securities:
The title of the securities is common stock, par value $.01
per share (the "Common Stock").
Item 2(e). CUSIP Number:
The CUSIP number of the Common Stock is set forth on the cover
page.
Item 3. If this statement is filed pursuant to Rules 13d-l(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;
(b) [ ] Bank as defined in section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in section 3(a)(19)
of the Act;
(d) [ ] Investment Company registered under section 8 of
the Investment Company Act of 1940;
(e) [ ] An investment adviser in accordance with Rule
13d-1 (b)(l)(ii)(E);
(f) [ ] An employee benefit plan, or endowment fund in
accordance with Rule 13d- 1 (b)(I)(ii)(F);
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Page 5 of 7 Pages
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(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1 (b)(1)(ii)(G);
(h) [ ] A savings association as defined in section 3(b)
of the Federal Deposit Insurance Act;
(i) [ ] 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;
(j) [ ] Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this box. [ ]
Item 4. Ownership.
(a) Amount beneficially owned:
Nexgen Technologies, L.L.C. 16,900,078
David S. Oros 17,772,578
(b) Percent of class:
NexGen Technologies, L.L.C. 44.6%
David S. Oros 45.9%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
NexGen directly owns 6,452,084 shares of
Common Stock. David Oros owns warrants
to purchase 872,500 shares of Common
Stock.
(ii) Shared power to vote or to direct the vote:
As a result of the voting agreement with
Telcom-ATI Investors, L.L.C., 3Com
Corporation and Reuters MarketClip
Holdings Sarl, NexGen has the shared
power to vote 16,900,078 shares of
Common Stock.
Mr. Oros individually and through
his ability to control NexGen and
NexGen's rights under the stockholder
agreement, has the shared power to vote
or to direct the vote of 17,722,578
shares of Common Stock.
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Page 6 of 7 Pages
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(iii) Sole power to dispose or to direct the
disposition of:
NexGen has the sole power to dispose or to
direct the disposition of 6,452,084 shares
of Common Stock. Mr. Oros has the sole
power to dispose or to direct the
disposition of 7,324,584 shares of Common
Stock.
(iv) Shared power to dispose or to direct the
disposition of:
NexGen has the shared power to dispose
of 6,452,084 shares of Common Stock.
Mr. Oros has the shared power to dispose
of 7,324,584 shares of Common Stock.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
N/A
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.
N/A
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Page 7 of 7 Pages
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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.
Dated: March 31, 2000
NEXGEN TECHNOLOGIES, L.L.C.
By: /s/ David S. Oros
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Name: David S. Oros
Title: Secretary
/s/ David S. Oros
---------------------------
David S. Oros
