UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
JAKKS Pacific, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
47012E403
(CUSIP Number)
McCarter & English, LLP
825 Eighth Avenue, 31st Floor
New York, NY 10019
Attention: Howard M. Berkower
212-609-6824
(Name,
Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 11, 2022
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
* 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).
| CUSIP No. 47012E403 | 13D | Page 2 of 5 Pages | ||||||
| 1. | NAME(S) OF REPORTING PERSON(S) Lawrence I. Rosen |
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| 2. | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) o (b) o |
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| 3. | SEC
USE ONLY |
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| 4. | SOURCE
OF FUNDS (see instructions) WC |
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| 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o | |||||||
| 6. | CITIZENSHIP
OR PLACE OF ORGANIZATION United States |
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| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. | SOLE
VOTING POWER 1,917,001 | ||
| 8. | SHARED
VOTING POWER 0 | |||
| 9. | SOLE
DISPOSITIVE POWER 1,917,001 | |||
| 10. | SHARED
DISPOSITIVE POWER 0 |
| 11. | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON 1,917,001 |
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| 12. | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) o |
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| 13. | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.03% (1) |
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| 14. | TYPE
OF REPORTING PERSON (see instructions) IN |
(1) Based upon 9,569,903 shares of the Issuer’s Common Stock outstanding as of March 16, 2022, as reported in the Issuer’s Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2022.
| CUSIP No. 47012E403 | 13D | Page 3 of 5 Pages |
Item 1. Security and Issuer
This Amendment No. 1 (“Amendment 1”) to the Statement on Schedule 13D (“Schedule 13D”) relates to shares of the common stock, par value $0.001 per share (the “Common Stock”), of JAKKS Pacific, Inc., a Delaware corporation (the “Company” or the “Issuer”), whose principal executive offices are located at 2951 28th Street, Santa Monica, CA 90405. Amendment No. 1 is being filed solely to revise Schedule A hereto.
Item 2. Identity and Background.
Item 3. Source and Amount of Funds or Other Consideration.
Item 4. Purpose of Transaction.
Item 5. Interest in Securities of the Issuer.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 7. Material to Be Filed as Exhibits.
| CUSIP No. 47012E403 | 13D | Page 4 of 5 Pages |
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: February 9, 2023
| By: | /s/ Lawrence I. Rosen | |
| Lawrence I. Rosen | ||
| CUSIP No. 47012E403 | 13D | Page 5 of 5 Pages |
SCHEDULE A
RECENT TRANSACTIONS
The Reporting Person did not effectuate any transactions in the shares of Common Stock within 60 days prior to: (i) January 26, 2023, the date on which the Schedule 13D was filed with the Securities and Exchange Commission (“SEC”) or (ii) February 9, 2023, the date on which Amendment No. 1 to the Schedule 13D was filed with the SEC. The following transactions on the open market in the shares of Common Stock were effected within 60 days prior to April 11, 2022, the date of the event requiring the filing of this Schedule 13D:
| Date Acquired | Shares Acquired | Price per Share * |
| 2/10/2022 | 1,000 | $12.390 |
| 2/11/2022 | 16,303 | $12.878 |
| 2/14/2022 | 724 | $12.990 |
| 2/15/2022 | 22,664 | $13.332 |
| 2/25/2022 | 29,221 | $14.947 |
| 2/28/2022 | 68,958 | $15.431 |
| 3/2/2022 | 25,000 | $15.890 |
| 3/8/2022 | 5,799 | $15.166 |
| 4/11/2022 | 40,417 | $13.525 |
*The reported price is a weighted average price.