<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
JTS CORPORATION
(NAME OF ISSUER)
COMMON STOCK, $.001 PAR VALUE
(TITLE OF CLASS OF SECURITIES)
465940 10 4
(CUSIP NUMBER)
LEONARD TRAMIEL
455 SOUTH MATHILDA AVENUE
SUNNYVALE, CALIFORNIA 94086
(408) 328-0900
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
JULY 30, 1996
(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
/ /.
Check the following box if a fee is being paid with this statement /X/.
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class. (See Rule 13d-7.)
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.
page 1 of 6 pages
<PAGE> 2
- --------------------------------------------------------------------------------
CUSIP NO. 465940 10 4 13D
- -------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS: Leonard Tramiel
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
OO
- --------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) / /
- --------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER 5,213,946
OF
SHARES
BENEFICIALLY
OWNED BY
REPORTING
PERSON
WITH
---------------------------------------------------------
8 SHARED VOTING POWER
40,000
---------------------------------------------------------
9 SOLE DISPOSITIVE POWER
5,213,946
---------------------------------------------------------
10 SHARED DISPOSITIVE POWER
40,000
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,253,946
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES*
/ /
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
5.1%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- --------------------------------------------------------------------------------
page 2 of 6 pages
<PAGE> 3
ITEM 1. SECURITY AND ISSUER
This statement relates to the Common Stock, $.001 par value (the
"Common Stock"), of JTS Corporation, a Delaware corporation, formerly known as
JT Storage, Inc. (the "Issuer").
The address of the principal offices of the Issuer is 166 Baypointe
Parkway, San Jose, CA 95134.
ITEM 2. IDENTITY AND BACKGROUND
This statement is filed by Leonard Tramiel. I am
self-employed and am a U.S. citizen. My business address is 455 South Mathilda
Avenue, Sunnyvale, CA 94086.
During the last five years, I have not been convicted in any criminal
proceeding (excluding traffic violations or similar misdemeanors) nor have I
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction, as a result of which I am or was subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any
violations with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The shares of Common Stock of the Issuer reported as beneficially owned
by me in Item 5 hereof were acquired in connection with the merger of Atari
Corporation ("Atari") with and into the Issuer on July 30, 1996. Of the
5,253,946 shares, 40,000 shares are held of record by my wife. The remaining
5,158,946 shares and options to purchase 55,000 shares of Common Stock of the
Issuer are held of record by me. The price of Common Stock of the Issuer on the
date of the aforementioned exchange was $5.3125 per share.
ITEM 4. PURPOSE OF THE TRANSACTION
I acquired the shares of Common Stock in connection with the merger of
Atari with and into the Issuer.
page 3 of 6 pages
<PAGE> 4
I do not have any plans or proposals which relate to or would result in
any of the following:
(a) the acquisition by any person of additional securities of the
Issuer, or the disposition of securities by the Issuer;
(b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
(d) any change in the present Board of Directors or management of
the Issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the Board;
(e) any material change in the present capitalization or dividend
policy of the Issuer;
(f) any other material change in the Issuer's business or
corporate structure;
(g) changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition of
control of the Issuer by any person;
(h) causing a class of securities of the Issuer to be delisted
from a national securities exchange or to cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association;
(i) a class of equity securities of the Issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the Securities
Act of 1993, as amended; or
(j) any action similar to any of those enumerated above.
page 4 of 6 pages
<PAGE> 5
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
I am the beneficial owner of 5,253,946 shares (5.1%) of the Common
Stock of the Issuer. I have the sole power to vote or direct the vote and the
sole power to dispose or to direct the disposition of 5,213,946 shares
(including presently-exercisable options to purchase 55,000 shares of Common
Stock). I have the shared power to vote or direct the vote and the shared power
to dispose or to direct the disposition of 40,000 shares of Common Stock, which
are held of record by my wife. My wife's name is Preeva Tramiel. She is a U.S.
citizen, and she is not employed. During the last five years, she has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), nor has she been a party to a civil proceeding or a judicial or
administrative body of competent jurisdiction, as a result of which they are or
were subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violations with respect to such laws. My wife has
the right to receive or the power to direct the receipt of dividends from or the
proceeds from the sale of the 40,000 shares of Common Stock held by her.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
Four million shares of the 5,253,946 shares of Common Stock reported
as beneficially owned by me are pledged as collateral under a loan agreement
with my father, Jack Tramiel. Other than such loan agreement, I do not have any
contract, arrangement, understanding or relationship (legal or otherwise) with
any person with respect to the securities of the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
page 5 of 6 pages
<PAGE> 6
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: September 10, 1996
By: /s/ Leonard Tramiel
-------------------
Leonard Tramiel
page 6 of 6 pages
