<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------
SCHEDULE 13D
Under the Securities Exchange Act of 1934
-------------
(Amendment No. 1)
Pinnacle Systems, Inc.
--------------------------------------------------------------------------
(Name of Issuer)
Common Stock, no par value 723481107
----------------------------------- -----------------------------------
(Title of class of securities) (CUSIP number)
Stephen E. Jacobs, Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, New York 10153
(212) 310-8000
--------------------------------------------------------------------------
(Name, address and telephone number of person authorized to receive
notices and communications)
January 31, 1997
--------------------------------------------------------------------------
(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 which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box [_].
Note: When filing this statement in paper format, six copies of this
statement, including exhibits, should be filed with the Commission. See
Rule 13d-1(a) for other parties to whom copies are to be sent.
(Continued on following page(s))
(Page 1 of 31 Pages)
(Exhibit Index appears on page 29)
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<PAGE>
CUSIP No. 723481107 13D Page 2 of 31
1 NAME OF REPORTING PERSON: IRWIN L. JACOBS
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: PF, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 295,800
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 47,000*
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 295,800
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 295,800
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 3.95%
14 TYPE OF REPORTING PERSON: IN
* Mr. Jacobs disclaims beneficial ownership of such 47,000 shares.
See Items 5(b) and 6 on page 20 hereof.
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CUSIP No. 723481107 13D Page 3 of 31
1 NAME OF REPORTING PERSON: ALEXANDRA JACOBS
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: PF, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 10,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 10,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 10,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.13%
14 TYPE OF REPORTING PERSON: IN
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 4 of 31
1 NAME OF REPORTING PERSON: MELINDA A. JACOBS-GRODNICK
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 5,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 5,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 5,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.07%
14 TYPE OF REPORTING PERSON: IN
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 5 of 31
1 NAME OF REPORTING PERSON: RANDI F. JACOBS
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 10,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 10,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 10,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.13%
14 TYPE OF REPORTING PERSON: IN
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<PAGE>
CUSIP No. 723481107 13D Page 6 of 31
1 NAME OF REPORTING PERSON: TRISHA L. JACOBS
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 20,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 20,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 20,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.27%
14 TYPE OF REPORTING PERSON: IN
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 7 of 31
1 NAME OF REPORTING PERSON: IRWIN L. JACOBS IRREVOCABLE TRUST
FBO MELINDA A. JACOBS-GRODNICK
S.S. OR I.R.S. IDENTIFICATION NO. 41-6274610
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: WC, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF MINNESOTA
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 8,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 8,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 8,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.11%
14 TYPE OF REPORTING PERSON: OO
<PAGE>
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CUSIP No. 723481107 13D Page 8 of 31
1 NAME OF REPORTING PERSON: IRWIN L. JACOBS IRREVOCABLE TRUST
FBO RANDI F. JACOBS
S.S. OR I.R.S. IDENTIFICATION NO. 41-6274584
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: WC, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF MINNESOTA
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 60,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 60,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 60,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.80%
14 TYPE OF REPORTING PERSON: 00
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 9 of 31
1 NAME OF REPORTING PERSON: IRWIN L. JACOBS IRREVOCABLE TRUST
FBO TRISHA L. JACOBS
S.S. OR I.R.S. IDENTIFICATION NO. 41-6274609
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: WC, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF MINNESOTA
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 50,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 50,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 50,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.67%
14 TYPE OF REPORTING PERSON: 00
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 10 of 31
1 NAME OF REPORTING PERSON: JACOBS MANAGEMENT CORPORATION
S.S. OR I.R.S. IDENTIFICATION NO. 41-1458571
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: WC, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF DELAWARE
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 20,000
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 0
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 20,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 20,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.27%
14 TYPE OF REPORTING PERSON: CO
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 11 of 31
1 NAME OF REPORTING PERSON: ROGER R. CLOUTIER, II
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: PF, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 12,000
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 12,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 12,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.16%
14 TYPE OF REPORTING PERSON: IN
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 12 of 31
1 NAME OF REPORTING PERSON: DANIEL T. LINDSAY
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: PF, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 25,000
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 25,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 25,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.33%
14 TYPE OF REPORTING PERSON: IN
<PAGE>
<PAGE>
CUSIP No. 723481107 13D Page 13 of 31
1 NAME OF REPORTING PERSON: GRANT E. OPPEGAARD
S.S. OR I.R.S. IDENTIFICATION NO. ###-##-####
OF ABOVE PERSON:
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [x]
(b) [_]
3 SEC USE ONLY
4 SOURCE OF FUNDS: PF, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_]
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
6 CITIZENSHIP OR PLACE OF UNITED STATES
ORGANIZATION:
NUMBER OF 7 SOLE VOTING POWER: 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER: 10,000
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER: 10,000
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE 0
POWER:
11 AGGREGATE AMOUNT BENEFICIALLY 10,000
OWNED BY REPORTING PERSON:
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_]
EXCLUDES CERTAIN SHARES:
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.13%
14 TYPE OF REPORTING PERSON: IN
<PAGE>
<PAGE>
This Statement (this "Statement") amends the Statement on
Schedule 13D previously filed by the undersigned with respect to their
beneficial ownership of shares of common stock, no par value (the
"Shares"), of Pinnacle Systems, Inc., a California corporation (the
"Company").
ITEM 2. IDENTITY AND BACKGROUND.
-----------------------
This Statement is being filed by Irwin L. Jacobs ("ILJ"),
Alexandra Jacobs ("AJ"), Melinda A. Jacobs-Grodnick ("MJG"), Randi F.
Jacobs ("RFJ"), Trisha L. Jacobs ("TLJ"), the Irwin L. Jacobs
Irrevocable Trust For The Benefit of Melinda A. Jacobs-Grodnick (the
"MJG Trust"), the Irwin L. Jacobs Irrevocable Trust For The Benefit of
Randi F. Jacobs (the "RFJ Trust"), the Irwin L. Jacobs Irrevocable
Trust For The Benefit of Trisha L. Jacobs (the "TLJ Trust" and,
collectively with the MJG Trust and the RFJ Trust, the "Trusts"),
Jacobs Management Corporation ("JMC"), Roger R. Cloutier, II ("RRC"),
Daniel T. Lindsay ("DTL") and Grant E. Oppegaard ("GEO" and,
collectively with ILJ, AJ, MJG, RFJ, TLJ, the Trusts, JMC, RRC and
DTL, the "Reporting Persons").
The following information relates to ILJ:
(a) Name: Irwin L. Jacobs
(b) Business Address: 100 South Fifth Street,
Suite 2500, Minneapolis, Minnesota 55402
(c) Principal Occupation: President of JMC (see
information concerning JMC below). ILJ is also
Chairman of the Board of Directors of Genmar
Holdings, Inc., a manufacturer of recreational
power boats ("Genmar").
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
The following information relates to AJ:
(a) Name: Alexandra Jacobs
(b) Business Address: 100 South Fifth Street,
Suite 2500, Minneapolis, Minnesota 55402
(c) Principal Occupation: Artist,
Alexandra Corporation, 901 North Third
Street, Minneapolis, Minnesota 55401
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
14
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The following information relates to MJG:
(a) Name: Melinda A. Jacobs-Grodnick
(b) Residential Address: 6250 Chasewood Drive,
Eden Prairie, Minnesota 55344
(c) Principal Occupation: Entertainment Reporter,
KSTP-FM, Inc., 3415 University Avenue,
St. Paul, Minnesota 55114
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
The following information relates to RFJ:
(a) Name: Randi F. Jacobs
(b) Residential Address: 73-373 Country Club
Drive, #2211, Palm Desert,
California 92260
(c) Principal Occupation: Art Gallery Curator,
Alexandra Corporation, 901 North Third
Street, Minneapolis, Minnesota 55401
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
The following information relates to TLJ:
(a) Name: Trisha L. Jacobs
(b) Residential Address: 2950 Dean Parkway,
#702, Minneapolis, Minnesota 55416
(c) Principal Occupation: Esthetician,
Trio Industries, Inc., 2700 East 28th
Street, Minneapolis, Minnesota 55416
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
The following information relates to the MJG Trust:
(i) Name: Irwin L. Jacobs Irrevocable Trust FBO
Melinda A. Jacobs-Grodnick
(ii) Place of Organization: Minnesota
(iii) Principal Business: Investments
(iv) Principal Business Address: 100 South Fifth
Street, Suite 2500, Minneapolis,
Minnesota 55402
(v) Information required by clauses (d) or (e)
of Item 2 of Schedule 13D: None
15 <PAGE>
<PAGE>
The following information relates to the RFJ Trust:
(i) Name: Irwin L. Jacobs Irrevocable Trust FBO
Randi F. Jacobs
(ii) Place of Organization: Minnesota
(iii) Principal Business: Investments
(iv) Principal Business Address: 100 South Fifth
Street, Suite 2500, Minneapolis,
Minnesota 55402
(v) Information required by clauses (d) or (e)
of Item 2 of Schedule 13D: None
The following information relates to the TLJ Trust:
(i) Name: Irwin L. Jacobs Irrevocable Trust FBO
Trisha L. Jacobs
(ii) Place of Organization: Minnesota
(iii) Principal Business: Investments
(iv) Principal Business Address: 100 South Fifth
Street, Suite 2500, Minneapolis,
Minnesota 55402
(v) Information required by clauses (d) or (e)
of Item 2 of Schedule 13D: None
The following information relates to JMC:
(i) Name: Jacobs Management Corporation
(ii) Place of Organization: Delaware
(iii) Principal Business: JMC is a management
consulting firm which advises companies in
diverse businesses.
(iv) Principal Business Address: 100 South Fifth
Street, Suite 2500, Minneapolis,
Minnesota 55402
(v) Information required by clauses (d) or (e)
of Item 2 of Schedule 13D: None
The following information relates to RRC:
(a) Name: Roger R. Cloutier, II
(b) Business Address: 100 South Fifth Street,
Suite 2500, Minneapolis, Minnesota 55402
(c) Principal Occupation: Senior Vice President
of JMC. RRC is also Executive Vice President
and Chief Financial Officer of Genmar, and
Chairman of Accent Software International
Ltd., an Israeli company engaged in the
development of Internet software.
16
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<PAGE>
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
The following information relates to DTL:
(a) Name: Daniel T. Lindsay
(b) Business Address: 100 South Fifth Street,
Suite 2500, Minneapolis, Minnesota 55402
(c) Principal Occupation: Executive Vice President of
JMC.
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
The following information relates to GEO:
(a) Name: Grant E. Oppegaard
(b) Business Address: 100 South Fifth Street,
Suite 2500, Minneapolis, Minnesota 55402
(c) Principal Occupation: President and Chief
Executive Officer of Genmar.
(d) and (e) Legal Proceedings: None
(f) Citizenship: United States
Listed on Appendix A hereto are the names, business
addresses and principal occupations of the trustees of the Trusts, and
listed on Appendix B hereto are the names, business addresses and
principal occupations of the directors, executive officers and
controlling persons of JMC. Each of the persons listed on Appendices
A and B is a citizen of the United States and no information required
pursuant to clauses (d) or (e) of Item 2 of Schedule 13D is applicable
with respect to any of such persons.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
-------------------------------------------------
In 1996, ILJ purchased an aggregate of 252,800 Shares for an
aggregate consideration (including brokerage commissions) of
approximately $2,754,180.81. In January 1997, ILJ purchased an
additional 43,000 Shares for an aggregate consideration (including
brokerage commissions) of approximately $460,957.10. ILJ acquired
such Shares by using equal amounts of personal funds and borrowings
from his margin account at Jefferies & Company, Inc. ("Jefferies").
In 1996, AJ purchased 10,000 Shares for an aggregate
consideration (including brokerage commissions) of approximately
$102,500.00. AJ acquired such Shares by using equal amounts of
17
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<PAGE>
personal funds and borrowings from her margin account at Jefferies.
In 1996, MJG purchased 5,000 Shares for an aggregate
consideration (including brokerage commissions) of approximately
$48,750.00. MJG acquired such Shares by using equal amounts of
proceeds of a loan from ILJ and borrowings from her margin account at
Jefferies.
In 1996, RFJ purchased 10,000 Shares for an aggregate
consideration (including brokerage commissions) of approximately
$97,500.00. RFJ acquired such Shares by using equal amounts of
proceeds of a loan from ILJ and borrowings from her margin account at
Jefferies.
In 1996, TLJ purchased 20,000 Shares for an aggregate
consideration (including brokerage commissions) of approximately
$195,000.00. TLJ acquired such Shares by using equal amounts of
proceeds of a loan from ILJ and borrowings from her margin account at
Jefferies.
In 1996, the MJG Trust purchased 5,000 Shares for an
aggregate consideration (including brokerage commissions) of
$65,625.00. The MJG Trust acquired such Shares by using equal amounts
of available funds and borrowings from its margin account at
Jefferies. In January 1997, the MJG Trust purchased an additional
3,000 Shares for an aggregate consideration (including brokerage
commissions) of $30,900.00. The MJG Trust acquired such additional
Shares by using equal amounts of proceeds of a loan from ILJ and
borrowings from its margin account at Jefferies.
In 1996, the RFJ Trust purchased 60,000 Shares for an
aggregate consideration (including brokerage commissions) of
$643,750.00. The RFJ Trust acquired such Shares by using equal
amounts of available funds and borrowings from its margin account at
Jefferies.
In 1996, the TLJ Trust purchased 50,000 Shares for an
aggregate consideration (including brokerage commissions) of
$606,750.00. The TLJ Trust acquired such Shares by using equal
amounts of available funds and borrowings from its margin account at
Jefferies.
In 1996, JMC purchased 20,000 Shares for an aggregate
consideration (including brokerage commissions) of $247,874.00. JMC
acquired such Shares by using equal amounts of available
18
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<PAGE>
working capital and borrowings from its margin account at Jefferies.
In December 1996 and January 1997, RRC purchased an
aggregate of 12,000 Shares for an aggregate consideration (including
brokerage commissions) of approximately $126,120.00. RRC acquired
2,000 of such Shares by using personal funds and acquired the other
8,000 Shares by using equal amounts of personal funds and borrowings
from his margin account at Jefferies.
In January 1997, DTL purchased 25,000 Shares for an
aggregate consideration (including brokerage commissions) of
approximately $254,967.50. DTL acquired such Shares by using equal
amounts of personal funds and borrowings from his margin account at
Jefferies.
In January 1997, GEO purchased 10,000 Shares for an
aggregate consideration (including brokerage commissions) of
approximately $101,987.00. GEO acquired such Shares by using equal
amounts of personal funds and borrowings from his margin account at
Jefferies.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
------------------------------------
(a) As of January 31, 1997, the Reporting Persons
beneficially owned the number of Shares respectively set forth below.
The percentages set forth below represent the percentage of the
outstanding Shares of the Company (based on a total of 7,481,808
Shares outstanding as reported in the Company's Quarterly Report on
Form 10-Q for the quarterly period ended September 30, 1996)
beneficially owned by the Reporting Persons.
Percent of
Reporting Number of Outstanding
Person Shares Shares
---------- ---------- ------------
ILJ 295,800 3.95%
AJ 10,000 0.13%
MJG 5,000 0.07%
RFJ 10,000 0.13%
TLJ 20,000 0.27%
19
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The MJG Trust 8,000 0.11%
The RFJ Trust 60,000 0.80%
The TLJ Trust 50,000 0.67%
JMC 20,000 0.27%
RRC 12,000 0.16%
DTL 25,000 0.33%
GEO 10,000 0.13%
As of January 31, 1997, the Reporting Persons beneficially
owned an aggregate of 525,800 Shares, representing approximately 7.03%
of the outstanding Shares.
(b) The information set forth in Items 7 through 11 of the
cover pages hereto is incorporated herein by reference. Pursuant to
the agreements described in Item 6 below, ILJ may be deemed to share
voting power with respect to the Shares owned by each of RRC, DTL and
GEO; however, ILJ disclaims beneficial ownership of such Shares.
(c) The information concerning transactions in the Shares
effected by the Reporting Persons during the past 60 days is set forth
in Appendix C hereto and incorporated herein by reference. All such
transactions were effected through the open market.
(d)-(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
-------------------------------------------------------
Each of RRC, DTL and GEO has an oral agreement with ILJ to
vote their Shares in the same manner as ILJ votes his Shares. Except
as set forth in the immediately preceding sentence, none of the
Reporting Persons has any contracts, arrangements, understandings or
relationships with respect to any securities of the Company.
20
<PAGE>
<PAGE>
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
--------------------------------
The following are filed herewith as exhibits to this
Statement.
1. Agreement among the signatories of this Statement with
respect to its filing.
21
<PAGE>
<PAGE>
SIGNATURES
----------
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in
this Statement is true, complete and correct.
Dated: February 5, 1997 /s/ Irwin L. Jacobs
----------------------------------------
Irwin L. Jacobs
/s/ Alexandra Jacobs
----------------------------------------
Alexandra Jacobs
/s/ Melinda A. Jacobs-Grodnick
----------------------------------------
Melinda A. Jacobs-Grodnick
/s/ Randi F. Jacobs
----------------------------------------
Randi F. Jacobs
/s/ Trisha L. Jacobs
----------------------------------------
Trisha L. Jacobs
Irwin L. Jacobs Irrevocable Trust
FBO Melinda A. Jacobs-Grodnick
By: /s/ David Mahler
------------------------------------
David Mahler, Trustee
Irwin L. Jacobs Irrevocable Trust
FBO Randi F. Jacobs
By: /s/ David Mahler
------------------------------------
David Mahler, Trustee
Irwin L. Jacobs Irrevocable Trust
FBO Trisha L. Jacobs
By: /s/ David Mahler
------------------------------------
David Mahler, Trustee
Jacobs Management Corporation
By: /s/ Irwin L. Jacobs
------------------------------------
Irwin L. Jacobs, President
/s/ Roger R. Cloutier, II
----------------------------------------
Roger R. Cloutier, II
22
<PAGE>
<PAGE>
/s/ Daniel T. Lindsay
----------------------------------------
Daniel T. Lindsay
/s/ Grant E. Oppegaard
----------------------------------------
Grant E. Oppegaard
23
<PAGE>
<PAGE>
Appendix A
----------
Trustees of the Trusts
----------------------
Name and Business Address Principal Occupation
------------------------- --------------------
Alexandra Jacobs Artist
100 South Fifth Street
Suite 2500
Minneapolis, Minnesota 55402
David A. Mahler Vice President and Treasurer,
100 South Fifth Street Jacobs Management Corporation
Minneapolis, Minnesota 55402
24
<PAGE>
<PAGE>
Appendix B
----------
Directors, Executive Officers and
Controlling Persons of JMC
--------------------------
Name Principal Occupation
---- --------------------
Irwin L. Jacobs President, Director
and Controlling Person of JMC
Daniel T. Lindsay Executive Vice President,
Secretary and Director of JMC
Roger R. Cloutier, II Senior Vice President of JMC
Warren A. Erdman Vice President of
Administration of JMC
David A. Mahler Vice President and
Treasurer of JMC
Dennis H. Burnham Vice President of Employee
Services of JMC
The business address of each of the persons listed above is
100 South Fifth Street, Suite 2500, Minneapolis, Minnesota 55402.
25 <PAGE>
<PAGE>
Appendix C
----------
Transactions By the Reporting Persons in
Pinnacle Systems, Inc. Common Stock During the Past 60 Days
-----------------------------------------------------------
IRWIN L. JACOBS
---------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- --------- ------------- -------------
12/02/96 67,000 10.250 0.00 686,750.00
1/29/97 13,000 10.149 650.00 132,583.10
1/31/97 30,000 10.896 1,500.00 328,374.00
ALEXANDRA JACOBS
----------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- -------- ------------- -------------
12/02/96 10,000 10.250 0.00 102,500.00
IRWIN L. JACOBS IRREVOCABLE TRUST
FBO RANDI F. JACOBS
-------------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- -------- ------------- -------------
12/02/96 50,000 10.250 0.00 512,500.00
IRWIN L. JACOBS IRREVOCABLE TRUST
FBO MELINDA A. JACOBS GRODNICK
------------------------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- -------- ------------- -------------
1/14/97 3,000 10.250 150.00 30,900.00
26
<PAGE>
<PAGE>
IRWIN L. JACOBS IRREVOCABLE TRUST
FBO TRISHA L. JACOBS
--------------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- -------- ------------- -------------
12/02/96 20,000 10.250 0.00 205,000.00
JACOBS MANAGEMENT CORPORATION
-----------------------------
Number of Shares Price Per
Date Bought Share($) Commission ($) Total Cost($)
---- ---------------- -------- -------------- -------------
12/10/96 20,000 12.344 1,000.00 247,874.00
ROGER R. CLOUTIER, II
---------------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- --------- ------------- -------------
12/16/96 2,000 12.000 133.00 24,133.00
1/29/97 10,000 10.149 500.00 101,987.00
DANIEL T. LINDSAY
-----------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- --------- ------------- -------------
1/29/97 25,000 10.149 1,250.00 254,967.50
27 <PAGE>
<PAGE>
GRANT E. OPPEGAARD
------------------
Number of Shares Price Per
Date Bought Share($) Commission($) Total Cost($)
---- ---------------- --------- ------------- -------------
1/29/97 10,000 10.149 500.00 101,987.00
28
<PAGE>
<PAGE>
Exhibit Index
-------------
Exhibit Page
------- ----
1. Agreement among the signatories
to this Statement with respect to its filing . . . . . . . . . 30
29
<PAGE>
Exhibit 1
---------
AGREEMENT
----------
This will confirm the agreement by and among all the undersigned
that the Schedule 13D filed on or about this date with respect to the
beneficial ownership of the undersigned of shares of the common stock
of the Company is being filed on behalf of each of the individuals
named below. This Agreement may be executed in two or more
counterparts, each of which be deemed an original, but all of which
together shall constitute one and the same instrument.
Dated: February 5, 1997 /s/ Irwin L. Jacobs
------------------------------
Irwin L. Jacobs
/s/ Alexandra Jacobs
-----------------------------------
Alexandra Jacobs
/s/ Melinda A. Jacobs-Grodnick
-----------------------------------
Melinda A. Jacobs-Grodnick
/s/ Randi F. Jacobs
-----------------------------------
Randi F. Jacobs
/s/ Trisha L. Jacobs
-----------------------------------
Trisha L. Jacobs
Irwin L. Jacobs Irrevocable Trust
FBO Melinda A. Jacobs-Grodnick
By: /s/ David Mahler
-------------------------------
David Mahler, Trustee
Irwin L. Jacobs Irrevocable Trust
FBO Randi F. Jacobs
By: /s/ David Mahler
-------------------------------
David Mahler, Trustee
<PAGE>
<PAGE>
Irwin L. Jacobs Irrevocable Trust
FBO Trisha L. Jacobs
By: /s/ David Mahler
-------------------------------
David Mahler, Trustee
Jacobs Management Corporation
By: /s/ Irwin L. Jacobs
-------------------------------
Irwin L. Jacobs, President
/s/ Roger R. Cloutier, II
-----------------------------------
Roger R. Cloutier, II
/s/ Daniel T. Lindsay
-----------------------------------
Daniel T. Lindsay
/s/ Grant E. Oppegaard
-----------------------------------
Grant E. Oppegaard
NYFS05...:\40\63840\0001\1798\SCHD106R.12B
