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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment #1)
ASTEA INTERNATIONAL INC
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
04622E 10 9
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(CUSIP Number)
Zack B. Bergreen
Astea International Inc.
240 Gibraltar Road
Horsham, PA 19044
(215) 682-2500
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 24, 2009
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(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 ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. |_|
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.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).
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CUSIP No. 04622E 10 9
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1. NAMES OF REPORTING PERSONS I.R.S. Identification No(s). of above person(s)
(entities only)
Zack B. Bergreen
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) |_|
(b) |X|
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3. SEC USE ONLY
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4. SOURCE OF FUNDS (SEE INSTRUCTIONS) PF
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5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
OR 2(e)
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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7. SOLE VOTING POWER
1,976,518 shares (1)
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NUMBER OF
SHARES 8. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 shares
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EACH
REPORTING
PERSON 9. SOLE DISPOSITIVE POWER
WITH:
1,976,518 shares(1)
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10.SHARED DISPOSITIVE POWER
0 shares
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,976,518 shares (1)
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12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
45 %(1)
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14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
(1) As described in Item 5 below, includes the following shares of Common Stock
held by the Reporting Person: (i) 826,446 shares of Common Stock that are
issuable within sixty days upon conversion of 826,446 shares of Series A
Convertible Preferred Stock (the "Series A Preferred"); and (ii) 11,250 shares
of Common Stock that are issuable upon the exercise of employee stock options.
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CUSIP No. 04622E 10
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This Amendment #1 reflects changes to the Schedule 13D filed on October
3, 2008 relating to the convertible preferred stock issued to Mr. Bergreen on
September 24, 2008. Each capitalized term used herein and not defined in this
Amendment #1 shall have the meaning set forth in the Schedule 13D.
Item 5. Interest in Securities of the Issuer
a. As of March 24, 2009, 100% of the convertible preferred stock is
convertible into shares of Common Stock. Prior to this date, 40% of the
convertible preferred stock was convertible into Common Shares. The Reporting
Person may be deemed to beneficially own an aggregate of 1,976,518 shares of
Common Stock, or approximately 45% of the Common Stock outstanding as of March
31, 2009, of which 826,446 shares of Common Stock are issuable upon the
conversion of 826,446 shares of Series A Preferred and 11,250 shares of
Common Stock are issuable upon the exercise of employee stock options. In
determining the total shares outstanding, for purposes of calculating the
percentage ownership of the reporting person, it was assumed that additional
shares of common stock would be issued upon conversion of the preferred stock
and the exercise of the vested stock options.
b. The Reporting Person has sole power to vote or to direct the vote,
and sole power to dispose or to direct the disposition of, 1,976,518 shares of
the Company's Common Stock, of which 826,446 shares of Common Stock are issuable
upon the conversion of 826,446 shares of Series A Preferred and 11,250 shares
of Common Stock are issuable upon the conversion of employee stock options. The
Reporting Person has sole power to vote or to direct the vote, and sole power to
dispose or direct the disposition of, 55,803 shares of the Company's Common
Stock owned by ANKA Family Limited Partnership, for which the Reporting Person
acts as general partner.
c. To the knowledge of the Reporting Person, other than as described
herein, no other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the securities
covered by this Amendment #1 to Schedule 13D.
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CUSIP No. 04622E 10
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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.
March 31, 2009
/s/ Zack B. Bergreen
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Zack B. Bergreen
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)
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