Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. __)*
VOCALTEC
COMMUNICATIONS LTD.
(Name of
Issuer)
Ordinary Shares
(Title of
Class of Securities)
(CUSIP
Number)
12
BENNY GAON STREET, BUILDING 2B
POLEG
INDUSTRIAL AREA, NETANYA, ISRAEL 42504
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
(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
Note:
Schedules filed in paper format shall include a signed original and five copies
of the schedule, including
all exhibits. See §240.13d-7 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).
SCHEDULE
13D
CUSIP No.
M97601120
|
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| (1) |
Names of Reporting
Persons I.R.S.
Identification Nos. of above persons (entities only) |
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Herbert C. Pohlmann
Jr. ###-##-#### |
| (2) |
Check the
Appropriate Box if a Member of a Group (See Instructions) |
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(A) o
|
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(B) o
|
| (3) |
SEC Use
Only |
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| (4) |
Source of Funds (See
Instructions) |
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Personal funds
PF |
| (5) |
Check if Disclosure
Of Legal Proceedings Is Required Pursuant
to Items 2(d) OR 2(e) |
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|
| |
o
|
| (6) |
Citizenship or Place
of Organization |
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|
| |
U.S.A |
Number
of
Shares
Beneficially
Owned
by
Each
Reporting
Person
With |
(7) |
Sole Voting
Power |
| |
|
| |
5.1% , 598,000
Shares |
| (8) |
Shared Voting
Power |
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|
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|
| (9) |
Sole Dispositive
Power |
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|
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|
| (10) |
Shared Dispositive
Power |
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|
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|
| (11) |
Aggregate Amount
Beneficially Owned By Each Reporting Person |
| |
|
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598,000
Shares |
| (12) |
Check if the
Aggregate Amount In Row (11) Excludes
Certain Shares (See Instructions) |
| |
|
| |
o
|
| (13) |
Percent of Class
Represented by Amount in Row (11) |
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|
|
|
5.1% |
| (14) |
Type of Reporting
Person (See Instructions) |
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|
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IN (Individual
Person) |
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|
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1290
N. Ocean Blvd.
Palm
Beach FL, 33480
|
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|
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Retired |
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|
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Has NOT been
convicted in any criminal proceeding in past 5 years. |
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|
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Has NOT during the
last five years, 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 or finding any violation with
respect to such laws. |
Item
1. Security and Issuer
State the
title of the class of equity securities to which this statement relates and the
name and address of the principal executive offices of the issuer of such
securities.
Item
2. Identity and Background
If the
person filing this statement or any person enumerated in Instruction C of this
statement is a corporation, general partnership, limited partnership, syndicate
or other group of persons, state its name, the state or other place of its
organization, its principal business, the address of its principal office and
the information required by (d) and (e) of this Item.
If the
person filing this statement or any person enumerated in Instruction C is a
natural person, provide the information specified in (a) through (f) of this
Item with respect to such person(s).
(a)
Name;
(b)
Residence or business address;
(c)
Present principal occupation or employment and the name, principal business and
address of any corporation or other organization in which such employment is
conducted;
(d)
Whether or not, during the last five years, such person has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) and,
if so, give the dates, nature of conviction, name and location of court, and
penalty imposed, or other disposition of the case;
(e)
Whether or not, during the last five years, such person was 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 or finding any violation with
respect to such laws; and, if so, identify and describe such proceedings and
summarize the terms of such judgment, decree or final order; and
(f)
Citizenship.
Item
3. Source and Amount of Funds or Other Consideration
State the
source and the amount of funds or other consideration used or to be used in
making the purchases, and if any part of the purchase price is or will be
represented by funds or other consideration borrowed or otherwise obtained for
the purpose of acquiring, holding, trading or voting the securities, a
description of the transaction and the names of the parties thereto. Where
material, such information should also be provided with respect to prior
acquisitions not previously reported pursuant to this regulation. If the source
of all or any part of the funds is a loan made in the ordinary course of
business by a bank, as defined in Section 3(a)(6) of the Act, the name of the
bank shall not be made available to the public if the person at the time of
filing the statement so requests in writing and files such request, naming such
bank, with the Secretary of the Commission. If the securities were acquired
other than by purchase, describe the method of acquisition.
Item
4. Purpose of Transaction
State the
purpose or purposes of the acquisition of securities of the issuer. Describe any
plans or proposals which the reporting persons may have which relate to or would
result in:
(a) The
acquisition by any person of additional securities of the issuer, or the
disposition of securities of 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 including
but not limited to, if the issuer is a registered closed-end investment company,
any plans or proposals to make any changes in its investment policy for which a
vote is required by section 13 of the Investment Company Act of
1940;
(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 Act; or
(j) Any
action similar to any of those enumerated above.
Item
5. Interest in Securities of the Issuer
(a) State
the aggregate number and percentage of the class of securities identified
pursuant to Item 1 (which may be based on the number of securities outstanding
as contained in the most recently available filing with the Commission by the
issuer unless the filing person has reason to believe such information is not
current) beneficially owned (identifying those shares which there is a right to
acquire) by each person named in Item 2.
The above
mentioned information should also be furnished with respect to persons who,
together with any of the persons named in Item 2, comprise a group within the
meaning of Section 13(d)(3) of the Act;
(b) For
each person named in response to paragraph (a), indicate the number of shares as
to which there is sole power to vote or to direct the vote, shared power to vote
or to direct the vote, sole power to dispose or to direct the disposition, or
shared power to dispose or to direct the disposition. Provide the applicable
information required by Item 2 with respect to each person with whom the power
to vote or to direct the vote or to dispose or direct the disposition is
shared;
(c)
Describe any transactions in the class of securities reported on that were
effected during the past sixty days or since the most recent filing of Schedule
13D (§240.13d-191), whichever is less, by the persons named in response to
paragraph (a).
(d) If
any other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of an employee benefit plan, pension fund or endowment fund is not
required.
(e) If
applicable, state the date on which the reporting person ceased to be the
beneficial owner of more than five percent of the class of
securities.
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
Describe
any contracts, arrangements, understandings or relationships (legal or
otherwise) among the persons named in Item 2 and between such persons and any
person with respect to any securities of the issuer, including but not limited
to transfer or voting of any of the securities, finder’s fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, division of
profits or loss, or the giving or withholding of proxies, naming the persons
with whom such contracts, arrangements, understandings or relationships have
been entered into. Include such information for any of the securities that are
pledged or otherwise subject to a contingency the occurrence of which would give
another person voting power or investment power over such securities except that
disclosure of standard default and similar provisions contained in loan
agreements need not be included.
Item
7. Material to Be Filed as Exhibits
The
following shall be filed as exhibits: copies of written agreements relating to
the filing of joint acquisition statements as required by §240.13d-1(k) and
copies of all written agreements, contracts, arrangements, understandings, plans
or proposals relating to: (1) the borrowing of funds to finance the acquisition
as disclosed in Item 3; (2) the acquisition of issuer control, liquidation, sale
of assets, merger, or change in business or corporate structure or any other
matter as disclosed in Item 4; and (3) the transfer or voting of the securities,
finder’s fees, joint ventures, options, puts, calls, guarantees of loans,
guarantees against loss or of profit, or the giving or withholding of any proxy
as disclosed in Item 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.
| Date |
December
21, 2010 |
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| Signature |
/s/
Herbert C. Pohlmann Jr.
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| Name/Title |
Herbert
C. Pohlmann Jr./Owner
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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 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)