SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2) *
TRANSACT TECHNOLOGIES INCORPORATED
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
892918103
(CUSIP Number)
SILVERMAN, COLLURA, CHERNIS & BALZANO, P.C., 381 Park Avenue South Suite 1601,
NY, NY 10016
Attn: Michael H. Freedman (212) 779-8600
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
June 5, 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: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-l(a) for other parties to whom copies are to be
sent.
* 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
disclosures provided in a prior cover page.
The information required on 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>
CUSIP No. 892918103
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1) Names of Reporting Person and Social Security Number
Jack Silver
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) N/A
(b) N/A
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3) SEC Use Only
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4) Source of Funds AF PF OO
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e)
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6) Citizenship or Place of Organization U.S.A.
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Number of Shares (7) Sole Voting Power 0 Common Shares
Beneficially
Owned by Each ---------------------------------------------------
Reporting Person (8) Shared Voting Power N/A
With
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(9) Sole Dispositive Power 0 Common Shares
---------------------------------------------------
(10) Shared Dispositive Power N/A
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11) Aggregate Amount Beneficially Owned by Each Reporting Person 0 Common Shares
- --------------------------------------------------------------------------------
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares N/A
- --------------------------------------------------------------------------------
13) Percent of Class Represented by Amount in Row (11) N/A
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14) Type of Reporting Person IN
<PAGE>
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Item 1. Security and Issuer
a. The title of the class of equity securities to which this statement
relates is Common Stock
b. The name and address of the principal executive officers of the issuer
of such securities is
Transact Technologies, Inc., 7 Laser Lane, Wallingford, CT 06492
Item 2. Identity and Background
(a) Jack Silver
(b) 660 Madison Avenue, 15th Floor, New York, NY 10021
(c) Investor - Sherleigh Associates, 660 Madison Avenue, 15th Floor, New
York, New York 10021
(d) During the last five years, I have not been convicted in a criminal
proceeding.
(e) During the last five years I have not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
and I am not subject to a judgment, decree or final order enjoining
violations of, or prohibiting or mandating activities subject to federal or
state securities laws or finding of any violation with respect to such
laws.
(f) U.S.A.
Item 3. Source and Amount of Funds or Other Consideration
N/A
Item 4. The Purpose of Transaction
N/A
Item 5. Interest in Securities of the Issuer
(a) Mr. Silver does not beneficially own any Common Shares of the
issuer.
(b) Not applicable.
(c) The following is a description of Mr. Silver's sales in the class
of securities reported herein that were affected during the past 60 days:
Owner Amount Net Proceeds
----- ------ ------------
Jack Silver 185,132 $3,283,744
<PAGE>
Jack Silver and
Shirley Silver Foundation 35,025 $ 636,896
Shirly Silver C/F
Leigh Silver 10,050 $ 187,061
Shirley Silver C/F
Romy Silver 10,050 $ 187,061
Shirley Silver Trust
FBO Leigh Silver 17,536 $ 331,884
Shirley Silver Trust
FBO Romy Silver 17,536 $ 331,884
Sherleigh Associates 20,100 $ 342,642
Sherleigh Associates
Defined Benefit Pension 62,790 $1,170,670
Sherleigh Associates
Profit Sharing Plan 230,350 $4,015,438
The foregoing sales were consummated via brokerage transactions which
occurred within the 60 day period predating this filing.
(d) There is no other person known to have the right to receive or the
power to direct the receipt of dividends from or proceeds from the sale of such
securities.
(e) On September 30, 1997, the reporting person ceased to be a
beneficial owner of more than 5% of the Common Shares.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
On June 5, 1997, Sherleigh Associates, LLC ("Sherleigh"), an affiliate of
Mr. Silver, entered into a financial consulting agreement with Clayton, Dubilier
& Rice, Inc. ("CDR") in connection with CDR's consideration of a possible
acquisition of the issuer by Lexmark International, Inc. The agreement's term is
one year and provides for a fee to be paid to Sherleigh equal to 1.1% of the
"transaction consideration" (aggregate dollar amount of the consideration to be
paid for the investment by CDR, including cash, securities, real and personal
property). Sherleigh is to be reimbursed for reasonable accountable expenses.
Item 7. Material to be Filed as Exhibits.
N/A
<PAGE>
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.
December 19, 1997
- -----------------------------------------------
Date
/s/ Jack Silver
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Signature
JACK SILVER
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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 this 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 and 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).
