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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1 )
Medicis Pharmaceutical Corporation
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(Name of Issuer)
Class A Common Stock
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(Title of Class of Securities)
584690309
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(CUSIP Number)
Mark A. Prygocki, Sr., Chief Financial Officer
4343 East Camelback Road, Phoenix, Arizona 85018
(602) 808-8800
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 27, 1997
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(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. Six copies of this statement, including all 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 pages)
(Page 1 of 4 Pages)
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SCHEDULE 13D
CUSIP No. 584690309
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Jonah Shacknai
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ x ]
3 SEC USE ONLY
4 SOURCE OF FUND
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7 SOLE VOTING POWER
2,082,285
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
566,226
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
566,226
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ X ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14 TYPE OF REPORTING PERSON
IN
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Item 1. Security and Issuer
This statement relates to the common stock, par value $.014 of Medicis
Pharmaceutical Corporation ("Medicis"). The principal executive offices
of which are located at: 4343 East Camelback Road, Suite 250, Phoenix,
Arizona 85018.
Item 2. Identity and Background
This statement is being filed by Jonah Shacknai, Chairman and Chief Executive
Officer of Medicis, whose principal business office is located at 4343 East
Camelback Road, Suite 250, Phoenix, Arizona 85018. During the last five years
Mr. Shacknai has not: (1) been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors); or (2) been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and
as a result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of or prohibiting or mandating activities
subject to federal or state securities laws of finding any violation with
respect to such laws. Mr. Shacknai is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
Mr. Shacknai acquired from Medicis on or about January 27, 1997, through the
exercise of incentive stock options granted by Medicis, 41,883 shares of Class
A Common Stock at prices ranging from $2.89 to $4.39 using personal funds.
Mr. Shacknai also sold 100,000 shares of Medicis' Class A Common Stock at share
prices ranging from $59.38 to $61.13 which were held in Mr. Shacknai's personal
accounts.
Item 4. Purpose of Transaction
Mr. Shacknai's acquisition and disposition of shares was for estate planning,
portfolio diversification, and investment purposes. Mr. Shacknai has no
immediate plans for the purchase or sale of Medicis common stock or for any
actions enumerated in Item 4 of Form 13D.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Shacknai beneficially owns 566,226 shares of Class A Common Stock of
which 151,557 relates to shares of Class A Common Stock subject to options
granted pursuant to Medicis stock plans and were exercisable as of February 1,
1997 or become exercisable within 60 days thereafter and 168,451 shares of
Class B Common Stock which is convertible into Class A Common Stock at the
discretion of the holder or approximately 5.9% of the outstanding shares of
Medicis common stock.
(b) Mr. Shacknai has the sole power to vote 2,082,285 which includes 168,451
shares of Class B Common Stock which have super voting powers of 10 votes for
every share owned and dispositive power of 566,266 shares of Medicis common
stock.
(Page 3 of 4 Pages)
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(c) Prior to this transaction, Mr. Shacknai has not transacted in Medicis
common stock during the past 60 days.
(d) None
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
No exhibits to be filed.
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.
February 6, 1997
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Date
/s/ Jonah Shacknai
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Signature
Jonah Shacknai
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Chairman and Chief Executive Officer
Name/Title
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed
with the statement, provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be incorporated
by reference. The name of any title of each person who signs the statement
shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
(Page 4 of 4 Pages)
