UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*
WEBTOON ENTERTAINMENT INC.
(Name of Issuer)
Common stock, par value $0.0001 per share
(Title of Class of Securities)
94845U 105
(CUSIP Number)
September 30, 2024
(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 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).
| 1. |
Names of Reporting Persons
NAVER Corporation | |||||
| 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
Republic of Korea | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With |
5. | Sole Voting Power
80,353,557(1) | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
80,353,557(1) | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
80,353,557(1) | |||||
| 10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
☐ | |||||
| 11. | Percent of Class Represented By Amount in Row (9)
62.6%(2) | |||||
| 12. | Type of Reporting Person (See Instructions)
CO | |||||
| (1) | Represents (i) 77,972,605 shares of common stock directly held by the NAVER Corporation, and (ii) 2,380,952 shares of common stock indirectly held by NAVER U.Hub Inc., a wholly-owned subsidiary of NAVER Corporation. |
| (2) | Calculated based on 128,272,591 shares of common stock outstanding as of August 2, 2024, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on August 12, 2024. |
| Item 1(a). | Name of Issuer |
WEBTOON Entertainment Inc. (the “Issuer”)
| Item 1(b). | Address of the Issuer’s Principal Executive Offices |
5700 Wilshire Blvd., Suite 220, Los Angeles, CA 90036
| Item 2(a). | Names of Persons Filing |
This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”:
This statement is filed by NAVER Corporation, referred to herein as the “Reporting Person.”
| Item 2(b). | Address of the Principal Business Office, or if none, Residence |
NAVER 1784, 95 Jeongjail-Ro, Bundang-Gu, Seongnam-Si, Gyeonggi-Do, Republic of Korea, 13561
| Item 2(c). | Citizenship |
See response to Item 4 on the cover page.
| Item 2(d). | Title of Class of Securities |
Common stock, par value $0.0001 per share
| Item 2(e). | CUSIP Number |
94845U 105
| Item 3. | If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a (n): |
Not Applicable.
| Item 4. | Ownership |
| (a) | Amount beneficially owned: |
See response to Item 9 on the cover page.
| (b) | Percent of Class: |
See response to Item 11 on the cover page.
| (c) | Number of shares as to which the Reporting Person has: |
| (i) | Sole power to vote or to direct the vote: |
See response to Item 5 on the cover page.
| (ii) | Shared power to vote or to direct the vote: |
See response to Item 6 on the cover page.
| (iii) | Sole power to dispose or to direct the disposition of: |
See response to Item 7 on the cover page.
| (iv) | Shared power to dispose or to direct the disposition of: |
See response to Item 8 on the cover page.
This Statement shall not be construed as an admission the Reporting Person is, for the purpose of Section 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this Statement.
| 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.
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: November 1, 2024
| NAVER CORPORATION | ||
| By: |
/s/ Soo Yeon Choi | |
| Name: |
Soo Yeon Choi | |
| Title: |
Chief Executive Officer | |