UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES
13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
Under the Securities Exchange Act of 1934
(Amendment No.  1)*

 

Synaptics Incorporated

(Name of Issuer)

 

common, 0.010000 par value per share

(Title of Class of Securities)

 

87157d109

(CUSIP Number)

 

Sunday, December 31, 2006

(Date of Event Which Requires Filing of this Statement)

 

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

o

Rule 13d-1(b)

ý

Rule 13d-1(c)

o

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).

 


CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Raj Rajaratnam

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
220,000

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
220,000

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
220,000

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
.9 % (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
IN

CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Galleon Advisors, L.L.C.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
850

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
850

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
850

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
% (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
OO

CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Galleon Management, L.L.C.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
220,000

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
220,000

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
220,000

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
.9 % (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
OO

CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Galleon Management, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
220,000

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
220,000

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
220,000

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
.9 % (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
PN

CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Galleon Buccaneer's Offshore, LTD.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
183,150

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
183,150

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
183,150

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
.7 % (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
CO

CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Galleon International Master Fund, SPC Ltd. EM Technology

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
33,950

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
33,950

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
33,950

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
.1 % (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
CO

CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Galleon Communications Partners, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
850

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
850

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
850

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
% (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
PN

CUSIP No.  87157d109

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Galleon Communications Offshore, LTD

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Bermuda

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
-0-

 

6.

Shared Voting Power 
2,050

 

7.

Sole Dispositive Power 
-0-

 

8.

Shared Dispositive Power
2,050

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,050

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
% (Based upon 24,830,000 shares of common outstanding)

 

 

12.

Type of Reporting Person (See Instructions)
CO

Item 1.

 

(a)

Name of Issuer
Synaptics Incorporated

 

(b)

Address of Issuers Principal Executive Offices
3120 Scott Blvd. Suite 130, Santa Clara, CA,

Item 2.

 

(a)

Name of Person Filing

Raj Rajaratnam

Galleon Advisors, L.L.C.

Galleon Management, L.L.C.

Galleon Management, L.P.

Galleon Buccaneer's Offshore, LTD.

Galleon International Master Fund, SPC Ltd. EM Technology

Galleon Communications Partners, L.P.

Galleon Communications Offshore, LTD

 

(b)

Address of Principal Business Office or, if none, Residence

For Galleon Management, L.P.:
590 Madison Avenue, 34th Floor
New York, NY 10022

For each Reporting Person other than Galleon Management, L.P.:
c/o Galleon Management, L.P.
590 Madison Avenue, 34th Floor
New York, NY 10022

 

(c)

Citizenship

 

For Raj Rajaratnam: United States

For Galleon Advisors, L.L.C.: Delaware

For Galleon Management, L.L.C.: Delaware

For Galleon Management, L.P.: Delaware

For Galleon Buccaneer's Offshore, LTD.: Cayman Islands

For Galleon International Master Fund, SPC Ltd. EM Technology: Cayman Islands

For Galleon Communications Partners, L.P.: Delaware

For Galleon Communications Offshore, LTD: Bermuda

 

(d)

Title of Class of Securities
common, $0.010000 par value per share

 

(e)

CUSIP Number
87157d109

 

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2 (b) or (c), Check Whether the Person Filing is a:

 

Not applicable.

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.

For Raj Rajaratnam Galleon Management, L.L.C. and Galleon Management, L.P.

 

(a)

Amount beneficially owned:   

220,000.00

 

(b)

Percent of class:   

.9 % (Based upon 24,830,000 shares of common outstanding)

 

(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    

220,000.00

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

220,000.00

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

For Galleon Advisors, L.L.C.

 

(a)

Amount beneficially owned:   

850.00

 

(b)

Percent of class:   

% (Based upon 24,830,000 shares of common outstanding)

 

(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    

850.00

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

850.00

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

Galleon Buccaneer's Offshore, LTD.

 

(a)

Amount beneficially owned:   

183,150.00

 

(b)

Percent of class:   

.7 % (Based upon 24,830,000 shares of common outstanding)

 

(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    

183,150.00

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

183,150.00

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

Galleon International Master Fund, SPC Ltd. EM Technology

 

(a)

Amount beneficially owned:   

33,950.00

 

(b)

Percent of class:   

.1 % (Based upon 24,830,000 shares of common outstanding)

 

(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    

33,950.00

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

33,950.00

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

Galleon Communications Partners, L.P.

 

(a)

Amount beneficially owned:   

850.00

 

(b)

Percent of class:   

% (Based upon 24,830,000 shares of common outstanding)

 

(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    

850.00

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

850.00

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

Galleon Communications Offshore, LTD

 

(a)

Amount beneficially owned:   

2,050.00

 

(b)

Percent of class:   

% (Based upon 24,830,000 shares of common outstanding)

 

(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    

2,050.00

 

 

(iii)

Sole power to dispose or to direct the disposition of   

0

 

 

(iv)

Shared power to dispose or to direct the disposition of   

2,050.00

 

  Pursuant to the partnership agreement of Galleon Captains Partners, L.P., Galleon Healthcare Partners, L.P., Galleon Technology Partners II, L.P., Galleon Explorers Partners, L.P., and Galleon Communication Partners, L.P., Galleon Management, L.P. and Galleon Advisors, L.L.C. share all investment and voting power with respect to the securities held by Galleon Captains Partners, L.P., Galleon Healthcare Partners, L.P., Galleon Technology Partners, L.P., Galleon Explorers Partners, L.P., and Galleon Communication Partners, L.P., and pursuant to an investment management agreement, Galleon Management, L.P. has all investment and voting power with respect to the securities held by Galleon Captains Offshore, Ltd., Galleon Healthcare Offshore, Ltd., Galleon Technology Offshore, Ltd., Galleon Communications Offshore, Ltd., Galleon Explorers Offshore, Ltd., Galleon Admirals Offshore, Ltd., Galleon Buccaneers Offshore, Ltd., Vitruvius SICAV, Vitruvius Growth Opportunities, Technology MAC 88, Ltd., Polaris Prime Technology (Cayman), L.P., Galleon International Master Fund, SPC. Ltd.-EM Technology and SG AM AI EC IV. Raj Rajaratnam, as the managing member of Galleon Management, L.L.C., controls Galleon Management, L.L.C., which, as the general partner of Galleon Management, L.P., controls Galleon Management, L.P. Raj Rajaratnam, as the managing member of Galleon Advisors, L.L.C., also controls Galleon Advisors, L.L.C. The shares reported herein by Raj Rajaratnam, Galleon Management, L.P., Galleon Management, L.L.C., and Galleon Advisors, L.L.C. may be deemed beneficially owned as a result of the purchase of such shares by Galleon Captains Partners, L.P., Galleon Captains Offshore, Ltd., Galleon Technology Partners II, L.P., Galleon Technology Offshore, Ltd., Galleon Healthcare Partners, L.P., Galleon Healthcare Offshore, Ltd., Galleon Explorers Partners, L.P., Galleon Explorers Offshore, Ltd., Galleon Communication Partners, L.P., Galleon Communication Offshore, Ltd., Galleon Admirals Offshore, Ltd., Galleon Buccaneers Offshore, Ltd., Galleon International Master Fund, SPC. Ltd.-EM Technology., Vitruvius SICAV, Vitruvius Growth Opportunities, Technology MAC 88, Ltd., Polaris Prime Technology (Cayman), L.P. and SG AM AI EL IV as the case may be. Each of Raj Rajaratnam, Galleon Management, L.P., Galleon Management, L.L.C., and Galleon Advisors, L.L.C. disclaims any beneficial ownership of the shares reported herein, except to the extent of any pecuniary interest therein.

 

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   o.

 

Not Applicable 

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

Not Applicable 

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

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

 

Not Applicable 


 

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.

 

 

Wednesday, February 14, 2007

 

 

Date

 

 

 

 

 Raj Rajaratnam, for HIMSELF;

 

 For GALLEON ADVISORS, L.L.C., as its Managing Member

 

 For GALLEON MANAGEMENT, L.L.C., as its Managing Member;

 

 For GALLEON MANAGEMENT, L.P., as the Managing Member of its General Partner, Galleon Management, L.L.C.;

 

 For GALLEON BUCCANEERS OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory.

 

 For Galleon International Master Fund, SPC. Ltd.-EM Technology as the managing member of Galleon Management L.L.C., which is the General Partner of the sub-advisor, Galleon Management, L.P., which in turn, is an Authorized Signatory

 

 For GALLEON COMMUNICATION PARTNERS, L.P., as the Managing Member of its General Partner, Galleon Advisors, L.L.C.;

 

 For GALLEON COMMUNICATION OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory; and

 

Exhibit 1

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.in this statement is true, complete and correct.

 

 

 

 

 Raj Rajaratnam, for HIMSELF;

 

 For GALLEON ADVISORS, L.L.C., as its Managing Member

 

 For GALLEON MANAGEMENT, L.L.C., as its Managing Member;

 

 For GALLEON MANAGEMENT, L.P., as the Managing Member of its General Partner, Galleon Management, L.L.C.;

 

 For GALLEON BUCCANEERS OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory.

 

 For Galleon International Master Fund, SPC. Ltd.-EM Technology as the managing member of Galleon Management L.L.C., which is the General Partner of the sub-advisor, Galleon Management, L.P., which in turn, is an Authorized Signatory

 

 For GALLEON COMMUNICATION PARTNERS, L.P., as the Managing Member of its General Partner, Galleon Advisors, L.L.C.;

 

 For GALLEON COMMUNICATION OFFSHORE, LTD., as the Managing Member of Galleon Management, L.L.C., which is the General Partner of Galleon Management, L.P., which in turn, is an Authorized Signatory; and