UNITED
STATES
SECURITIES
AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities
Exchange Act of 1934
(Amendment
No.
8)
Active
Power, Inc.
(Name
of
Issuer)
Common
Stock, par value $.001 per share
(Title
of
Class of Securities)
00504W100
(CUSIP
Number of Class of Securities)
December
31, 2007
(Date of Event which Requires Filing of this Statement)
Check
the appropriate box to
designate the rule pursuant to which the Schedule is filed:
¨
Rule 13d-1(b)
¨
Rule 13d-1(c)
x
Rule 13d-1(d)
|
CUSIP
NO. 00504W100
|
Page
2 of 6
|
| 1. |
Name
of Reporting
Persons.
I.R.S.
Identification Nos. of
above persons (entities only).
|
|||
|
Joseph
F. Pinkerton,
III
|
||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |||
| (a) ¨ | ||||
| (b) ¨ | ||||
| 3. | SEC Use only | |||
| 4. | Citizenship or Place of Organization | |||
| USA | ||||
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
|
5. Sole Voting Power | |
| 814,711 | ||
| 6. Shared Voting Power | ||
| 3,773,271 | ||
| 7. Sole Dispositive Power | ||
| 814,711 | ||
| 8. Shared Dispositive Power | ||
| 3,773,271 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person | |||
| 4,587,982 | ||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) | |||
| 11. | Percent of Class Represented by Amount in Row (9) | |||
| 7.6% of Common Stock | ||||
| 12. | Type of Reporting Person (See Instructions) | |||
| IN | ||||
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Page 3
of 6
|
| Item 1. |
(a)
|
Name of Issuer | ||||||||||
| Active Power, Inc. | ||||||||||||
|
(b)
|
Address of Issuer’s Principal Executive Offices | |||||||||||
|
11525
Stonehollow Drive
Suite
110
Austin,
TX 78758
|
||||||||||||
| Item 2. |
(a)
|
Name of Person Filing | ||||||||||
| Joseph F. Pinkerton, III | ||||||||||||
|
(b)
|
Address of Principal Business Offices or, if none, Residence | |||||||||||
|
2312
Woodlawn
Blvd.
Austin,
TX
78703
|
||||||||||||
|
(c)
|
Citizenship | |||||||||||
| USA | ||||||||||||
|
(d)
|
Title of Class of Securities | |||||||||||
| Common Stock, par value $0.001 per share | ||||||||||||
|
(e)
|
CUSIP Number | |||||||||||
| 00504W100 | ||||||||||||
| Item 3. | If this statement is filed pursuant to §§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 §240.13d-1(b)(1)(ii)(E); | ||||||||||
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Page 4
of 6
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| (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) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). | ||||||||||
| 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: 4,587,982 shares | |||||||||
|
As
of December 31, 2007, Joseph F. Pinkerton, III was the record owner
of
528,825 shares of Common Stock. Mr. Pinkerton also may be deemed
to
beneficially own 3,487,385 shares of Common Stock, which is held
directly
by CJP Partners, Ltd., a limited partnership in which CJP Management,
L.L.C. is the sole general partner and Mr. Pinkerton and his spouse
are
the only limited partners. Mr. Pinkerton and his spouse are the managers
of CJP Management, L.L.C. Also as of December 31, 2007, Mr. Pinkerton
may
be deemed to beneficially own an additional 571,772 shares of Common
Stock, held of record by certain Grantor Retained Annuity Trusts
for the
benefit of Mr. Pinkerton’s minor children (the “Trusts”). Mr. Pinkerton is
the sole trustee with the sole power to vote and dispose of the shares
held by the Trusts that directly hold of record 285,886 shares of
Common
Stock. Mr. Pinkerton does not serve as trustee or have the power
to vote
or dispose of 285,886 shares held of record by the Trusts for which
Mr.
Pinkerton’s spouse is the sole trustee and has the sole power to vote or
dispose of such shares. Mr. Pinkerton disclaims beneficial ownership
of
the 285,886 shares of Common Stock held of record by the Trusts for
which
he does not serve as a trustee, and this Statement on Schedule 13G
shall
not be deemed an admission that Mr. Pinkerton is the beneficial owner
of
such securities for any purpose.
|
||||||||||
| (b) | Percent of Class: 7.6% | |||||||||
| (c) | Number of shares as to which the person has: | |||||||||
| (i) | Sole power to vote or to direct the vote: 814,711 shares | |||||||||
| (ii) | Shared power to vote or to direct the vote: 3,773,271 shares | |||||||||
| (iii) | Sole power to dispose or to direct the disposition of: 814,711 shares | |||||||||
| (iv) | Shared power to dispose or to direct the disposition of: 3,773,271 shares | |||||||||
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Page 5
of 6
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| Item 5. | Ownership of Five Percent or Less of a Class | |||||||||
| 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 | |||||||||
| 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. | ||||||||||
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Page 6
of 6
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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.
Dated:
February 14, 2008
|
/s/
Joseph F. Pinkerton, III
|
|
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Joseph
F. Pinkerton, III
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