UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Paligent, Inc.
Common Stock, par value $.001 per share
(Title of Class of Securities)
February 14, 2003
(CUSIP Number: 696385103)
Date of event which requires filing
December 31, 2002
Check the appropriate box to designate the rule pursuant to which the schedule
is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
*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 in the remainder of this cover page shall not be deemed
to be filled for the purpose of Section 18 of the Securities Exchange Act of
1934 (the "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 to Schedule 13G).
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CUSIP No. 696385103 13G Page 2 of 5 Pages
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1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lindsay A. Rosenwald, M.D.
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) |_|
(b) |_|
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 5. SOLE VOTING POWER
SHARES 1,265,671
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BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 0
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EACH 7. SOLE DISPOSITIVE POWER
REPORTING 1,265,671
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PERSON 8. SHARED DISPOSITIVE POWER
WITH 0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,265,671(1)
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|_|
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.8%
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12. TYPE OF REPORTING PERSON*
(IN)
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(1) Beneficial ownership consists of voting and dispositive power over (i)
356,608 Shares and warrants to purchase 842,070 Shares owned directly by
Dr. Rosenwald and (ii) 66,993 Shares owned by Paramount Capital
Investments, LLC, of which Dr. Rosenwald is sole and managing member.
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ITEM 1(a). NAME OF ISSUER:
Paligent, Inc. (the "Company")
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
369 Lexington Avenue
New York, NY 10017
ITEM 2(a) NAME OF PERSON FILING:
Lindsay A. Rosenwald, MD
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
c/o Paramount Capital Investments, LLC
787 Seventh Avenue
New York, NY 10019
ITEM 2(c). CITIZENSHIP:
United States
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock, $0.001 par value (the "Shares").
ITEM 2(e). CUSIP NUMBER: 696385103
ITEM 3. If this statement is filed pursuant to ss.ss. 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) |_| Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o).
(b) |_| Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
(c) |_| Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c).
(d) |_| Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C 80a-8).
(e) |_| An investment adviser in accordance with ss.
240.13d-1(b)(1)(ii)(E);
(f) |_| An employee benefit plan or endowment fund in accordance
with ss. 240.13d-1(b)(1)(ii)(F);
(g) |_| A parent holding company or control person in accordance
with ss. 240.13d-1(b)(1)(ii)(G);
(h) |_| A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i) |_| A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) |_| Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).
(h) |X| Not Applicable
ITEM 4. OWNERSHIP
For information concerning the ownership of Common Stock of the
Company by the Reporting Persons, see Items 5 through 9 and 11 of
the cover pages to this schedule 13G and footnotes thereto.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
The Reporting Person is no longer a holder of securities
representing greater than 5% of any class of securities of the Issuer.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
See Footnote #1
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to
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above were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection
with or as a participant in a transaction having that purpose and
effect.
SIGNATURES
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 14, 2003
New York, NY /s/ Lindsay A. Rosenwlad, M.D.
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Lindsay A. Rosenwlad, M.D.
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