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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

JAKKS Pacific, Inc.

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(Name of Issuer)

 

Common stock, par value $0.001 per share

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(Title of Class of Securities)

47012E106

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(CUSIP Number)

December 31, 2015

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(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☒ Rule 13d-1(b)

☐ 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 the disclosures provided in a prior cover page.

The information required in 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).

 

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CUSIP No.: 47012E106

 

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Wolverine Asset Management, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
		6	SHARED VOTING POWER
			1,704,621
		7	SOLE DISPOSITIVE POWER
		8	SHARED DISPOSITIVE POWER
			1,704,621
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,704,621
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.1* (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA

 

* Percentage calculated by dividing (i) the sum of 1,704,621 shares of common stock receivable upon conversion of convertible notes of the Issuer by (ii) the sum of (a) 22,373,094 (the number of shares of common stock outstanding as of November 6, 2015, as reported in the Issuer’s most recent Form 10-Q filed on November 9, 2015) and (b) 1,704,621 (the number of shares of common stock receivable upon conversion of convertible notes of the Issuer).

 

CUSIP No.: 47012E106

 

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Wolverine Holdings, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
		6	SHARED VOTING POWER
			1,735,621
		7	SOLE DISPOSITIVE POWER
		8	SHARED DISPOSITIVE POWER
			1,735,621
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,735,621
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.2%* (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	HC

* Percentage calculated by dividing (i) the sum of (a) 31,000 shares of common stock receivable upon exercise of options issued by the Issuer plus (b) 1,704,621 shares of common stock receivable upon conversion of convertible notes of the Issuer by (ii) the sum of (a) 22,373,094 (the number of shares of common stock outstanding as of November 6, 2015, as reported in the Issuer’s most recent Form 10-Q filed on November 9, 2015) and (b) 1,704,621 (the number of shares of common stock receivable upon conversion of convertible notes of the Issuer).

 

CUSIP No.: 47012E106

 

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Wolverine Trading Partners, Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Illinois
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
		6	SHARED VOTING POWER
			1,735,621
		7	SOLE DISPOSITIVE POWER
		8	SHARED DISPOSITIVE POWER
			1,735,621
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,735,621
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.2%* (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO/HC

* Percentage calculated by dividing (i) the sum of (a) 31,000 shares of common stock receivable upon exercise of options issued by the Issuer plus (b) 1,704,621 shares of common stock receivable upon conversion of convertible notes of the Issuer by (ii) the sum of (a) 22,373,094 (the number of shares of common stock outstanding as of November 6, 2015, as reported in the Issuer’s most recent Form 10-Q filed on November 9, 2015) and (b) 1,704,621 (the number of shares of common stock receivable upon conversion of convertible notes of the Issuer).

 

CUSIP No.: 47012E106

 

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Christopher L. Gust
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	US Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
		6	SHARED VOTING POWER
			1,735,621
		7	SOLE DISPOSITIVE POWER
		8	SHARED DISPOSITIVE POWER
			1,735,621
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,735,621
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.2%* (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN/HC

* Percentage calculated by dividing (i) the sum of (a) 31,000 shares of common stock receivable upon exercise of options issued by the Issuer plus (b) 1,704,621 shares of common stock receivable upon conversion of convertible notes of the Issuer by (ii) the sum of (a) 22,373,094 (the number of shares of common stock outstanding as of November 6, 2015, as reported in the Issuer’s most recent Form 10-Q filed on November 9, 2015) and (b) 1,704,621 (the number of shares of common stock receivable upon conversion of convertible notes of the Issuer).

 

CUSIP No.: 47012E106

 

1	NAMES OF REPORTING PERSONS
	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
	Robert R. Bellick
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	US Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
		6	SHARED VOTING POWER
			1,735,621
		7	SOLE DISPOSITIVE POWER
		8	SHARED DISPOSITIVE POWER
			1,735,621
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,735,621
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.2* (see Item 4)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN/HC

 

* Percentage calculated by dividing (i) the sum of (a) 31,000 shares of common stock receivable upon exercise of options issued by the Issuer plus (b) 1,704,621 shares of common stock receivable upon conversion of convertible notes of the Issuer by (ii) the sum of (a) 22,373,094 (the number of shares of common stock outstanding as of November 6, 2015, as reported in the Issuer’s most recent Form 10-Q filed on November 9, 2015) and (b) 1,704,621 (the number of shares of common stock receivable upon conversion of convertible notes of the Issuer).

 

CUSIP No.: 47012E106

ITEM 1(a).

NAME OF ISSUER:

JAKKS Pacific, Inc.

ITEM 1(b).

ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

22619 Pacific Coast Hwy

Malibu, CA 90265

ITEM 2(a).

NAME OF PERSON FILING:

Wolverine Asset Management, LLC

Wolverine Holdings, L.P.

Wolverine Trading Partners, Inc.

Christopher L. Gust

Robert R. Bellick

ITEM 2(b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

c/o Wolverine Asset Management, LLC

175 West Jackson Blvd., Suite 340

Chicago, IL 60604

ITEM 2(c).

CITIZENSHIP:

Wolverine Asset Management, LLC – Illinois

Wolverine Holdings, L.P. – Illinois

Wolverine Trading Partners, Inc. – Illinois

Christopher L. Gust – US Citizen

Robert R. Bellick – US Citizen

ITEM 2(d).

TITLE OF CLASS OF SECURITIES:

Common stock, par value $0.001 per share

ITEM 2(e).

CUSIP NUMBER:

47012E106

ITEM 3.

IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 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. 78c);

(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 240.13d-1(b)(1)(ii)(E);

(f)

☐

An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);

(g)

☒

A parent holding company or control person in accordance with 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);

(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)

☐

A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);

(k)

☐

Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:

ITEM 4.

OWNERSHIP:

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:

Wolverine Asset Management, LLC (“WAM”) is an investment manager and has voting and dispositive power over 1,704,621 shares of the common stock receivable upon conversion of convertible notes of the Issuer.  The sole member and manager of WAM is Wolverine Holdings, L.P. (“Wolverine Holdings”).  In addition to shares deemed beneficially owned by WAM, Wolverine Holdings may be deemed to be the beneficial owner of (i) 31,000 shares of common stock of the Issuer receivable upon exercise of options held by affiliates other than WAM as of December 31, 2015.  Robert R. Bellick and Christopher L. Gust may be deemed to control Wolverine Trading Partners, Inc. (“WTP”), the general partner of Wolverine Holdings.

(b)

Percent of class:

7.2%

WAM may be deemed the beneficial owner of 7.1% of the Issuer’s outstanding shares of common stock, and each of Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust may be deemed the beneficial owner of 7.2% of the Issuer’s outstanding shares of common stock. Percentages were calculated by dividing the number of shares deemed beneficially owned by each reporting person by the sum of (i) 22,373,094 (the number of shares of common stock outstanding as of November 5, 2015, as reported in the Issuer’s most recent Form 10-Q filed on November 9, 2015) and (ii) 1,704,621 (the number of shares of common stock receivable upon conversion of convertible notes of the Issuer).

 

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:

 

0

(ii)

Shared power to vote or to direct the vote:

WAM has shared power to vote or direct the vote of 1,704,621 shares of the common stock of the Issuer, and each of Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust has shared power to vote or direct the vote of 1,735,621 shares of the common stock of the Issuer, in each case as set forth in Item 4(a) above.

(iii)

Sole power to dispose or to direct the disposition of:

0

(iv)

Shared power to dispose or to direct the disposition of:

WAM has shared power to dispose of 1,704,621 shares of the common stock of the Issuer, and each of Wolverine Holdings, WTP, Mr. Bellick, and Mr. Gust has shared power to dispose of 1,735,621 shares of the common stock of the Issuer, in each case as set forth in Item 4(a) above.

ITEM 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:

Wolverine Flagship Fund Trading Limited is known to have the right to receive the receipt of dividends from, or the proceeds from the sale of, the shares of common stock covered by this statement that may be deemed to be beneficially owned by WAM.

 

ITEM 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:

See Item 4(a) above.

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 above were acquired and are held in the ordinary course of business and 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 any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

 

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:  February 16, 2016

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).

 

 

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