SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
UTA Capital LLC

(Last) (First) (Middle)
100 EXECUTIVE DRIVE
SUITE 330

(Street)
WEST ORANGE NJ 07052

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LAPIS TECHNOLOGIES INC [ LPST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/08/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/08/2013 X 600,000 A $0.65 600,000 D(1)
Common Stock 03/08/2013 F 98,734 D $0.65 501,266 D(1)
Common Stock 03/08/2013 X 952,227 A $0.5 1,453,493 D(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants to Purchase Common Stock (Right to Buy) $0.65 03/08/2013 X 600,000 03/07/2013 03/07/2018 Common Stock 600,000 $0.00 0 D(1)
Warrants to Purchase Common Stock (Right to Buy) $0.5 03/08/2013 X 952,227 03/01/2012 09/01/2014 Common Stock 952,227 $0.00 0 D(1)
1. Name and Address of Reporting Person*
UTA Capital LLC

(Last) (First) (Middle)
100 EXECUTIVE DRIVE
SUITE 330

(Street)
WEST ORANGE NJ 07052

(City) (State) (Zip)
1. Name and Address of Reporting Person*
YZT Management LLC

(Last) (First) (Middle)
100 EXECUTIVE DRIVE
SUITE 330

(Street)
WEST ORANGE NJ 07052

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ALLEGHANY CAPITAL Corp

(Last) (First) (Middle)
7 TIMES SQUARE TOWER

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ALLEGHANY CORP /DE

(Last) (First) (Middle)
7 TIMES SQUARE TOWER

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
TOLEDANO UDI

(Last) (First) (Middle)
100 EXECUTIVE DRIVE
SUITE 330

(Street)
WEST ORANGE NJ 07052

(City) (State) (Zip)
Explanation of Responses:
1. This Form 4 is being jointly filed by (i) UTA Capital LLC; (ii) the members or beneficial owners of membership interests in UTA Capital LLC, which include (a) YZT Management LLC, a New Jersey limited liability company and the managing member of UTA Capital LLC, and (b) Alleghany Capital Corporation, a Delaware corporation and a member of UTA Capital LLC; (iii) Alleghany Corporation, a publicly-traded Delaware corporation of which Alleghany Capital Corporation is a wholly-owned subsidiary; and (iv) Udi Toledano, the managing member of YZT Management LLC. The reporting persons disclaim beneficial ownership of these securities except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that any reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
/s/ Udi Toledano, as Managing Member of YZT Management LLC, as Managing Member of UTA Capital LLC 03/12/2013
/s/ Udi Toledano, as Managing Member of YZT Management LLC 03/12/2013
/s/ Peter Sismondo, as Vice President and Treasurer of Alleghany Capital Corporation 03/12/2013
/s/ Peter Sismondo, as Vice President of Alleghany Corporation 03/12/2013
/s/ Udi Toledano 03/12/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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