Page 6 of 8 – SEC Filing
Item 5. | Interest in Securities of the Issuer |
Item 5 of the Original Schedule 13D is hereby
amended and supplemented by adding the following information:
(a), (b) Information about the number and percentage of shares
of Common Stock beneficially owned by the Reporting Persons is set forth in Item 1, and that information is incorporated by reference herein. In addition, the Reporting Persons have nominated Veronica M. Hagen and V. Paul Unruh for election to
the board of directors of the Issuer. As of August 31, 2017, each of Veronica M. Hagen and V. Paul Unruh beneficially own 3,000 shares of Common Stock respectively (together, the Nominee Subject Shares). Veronica M. Hagen
purchased 3,000 shares of Common Stock at a purchase price of $106.30 per share on August 31, 2017, and V. Paul Unruh purchased 3,000 shares of Common Stock at a purchase price of $106.17 per share on August 30, 2017. As a result of the
nominations, the Reporting Persons may be deemed to have beneficial ownership (within the meaning of Section 13(d) of the Securities Exchange Act of 1934) of the Nominee Subject Shares, but the Reporting Persons expressly disclaim beneficial
ownership of those shares. The Nominee Subject Shares represent less than 0.01% of the outstanding shares of Common Stock based on 444,374,752 shares of Common Stock outstanding as of July 31, 2017 as reported in the Issuers Annual Report
on Form 10-K filed on August 4, 2017 for the fiscal year ended June 30, 2017.
(c) Exhibit 99.2 to the Original Schedule 13D and
Exhibit 99.7 filed herewith, which are incorporated by reference into this Item 5(c) as if restated in full, describe all of the transactions in the Common Stock or derivatives relating to Common Stock that were effected in the past 60 days by
the Reporting Persons for the benefit of the Pershing Square Funds. Except as set forth in Exhibit 99.2, Exhibit 99.7, and as described above with respect to the Nominee Subject Shares, no reportable transactions were effected by any Reporting
Person within the last 60 days.
(d) The Pershing Square Funds have the right to receive dividends from, and the proceeds from the sale
of, the Subject Shares covered by this Schedule 13D. Each of Veronica M. Hagen and V. Paul Unruh has the right to receive dividends from, and the proceeds from the sale of, the Nominee Subject Shares owned by such person. No other person is known to
the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of the Common Stock covered by this Schedule 13D.
Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Item 6 of the Original Schedule 13D is hereby amended and supplemented by adding the following information:
As a result of the settlement of the forward purchase contracts as described in Item 3, the Pershing Square Funds are no longer
parties to forward purchase contracts.
Item 7. | Material to be Filed as Exhibits |
Item 7 of the Original Schedule 13D is hereby
amended and supplemented by adding a reference to the following exhibit:
Exhibit 99.7 | Trading data. |