Page 4 of 6 – SEC Filing
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(1) NAMES OF REPORTING PERSONS
O. Mason Hawkins I.D. No. XXX-XX-XXXX
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)
(b) X
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS
00: None
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(5) CHECK BOX 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
Citizen of United States
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: (7) SOLE VOTING POWER
: (Discretionary Accounts)
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING PERSON __________________________________________
WITH : (8) SHARED VOTING POWER
: None
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: (9) SOLE DISPOSITIVE POWER
: None
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: (10) SHARED DISPOSITIVE POWER
: None
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None (See Item 3)
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(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES
CERTAIN SHARES [ ]
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.0 %
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(14) TYPE OF REPORTING PERSON
IN
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Item 5. Interest In Securities Of The Issuer
(a) The aggregate number and percentage of Securities to which this
Schedule 13D relates is 50,739,864 shares of the common stock of the Issuer,
constituting approximately 22.1% of the 230,103,982 shares outstanding.
Common % of outstanding
Shares Common Shares
Held
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Voting Authority
Sole: 22,951,752 10.0%
Shared: 24,379,202* 10.6%
None: 3,408,910 1.5%
Total 50,739,864 22.1%
*Consists of shares owned by Longleaf Partners Fund (11,536,742), Longleaf
Partners Small-Cap Fund (12,285,409) and Longleaf Partners Global Fund
(557,051), each a series of Longleaf Partners Funds Trust, an open-end
management investment company registered under the Investment Company Act of
1940.
Dispositive Authority
Sole: 25,560,662 11.1%
Shared: 25,179,202* 11.0%
None: 0 0.0%
Total 50,739,864 22.1%
*Consists of shares owned by Longleaf Partners Fund (11,536,742), Longleaf
Partners Small-Cap Fund (12,285,409), and Longleaf Partners Global Fund
(557,051), each a series of Longleaf Partners Funds Trust, an open-end
management investment company registered under the Investment Company Act of
1940. Also includes 800,000 shares over which discretion is shared with
Additive Advisory and Capital, LLC, an SEC registered investment adviser.
(b) Southeastern generally has the sole power to dispose of or to
direct the disposition of the Securities held for discretionary accounts of its
investment clients, and may be granted the sole power to vote or direct the
vote of such Securities; such powers may be retained by or shared with the
respective clients for shared or non-discretionary accounts. Shares held by
any Series of Longleaf Partners Funds Trust are reported in the “shared”
category.
(c) Purchase or sale transactions in the Securities during the past
sixty days are disclosed on Schedule II.
(d) The investment advisory clients of Southeastern have the sole
right to receive and, subject to notice, to withdraw the proceeds from the sale
of the Securities, and the sole power to direct the receipt of dividends from
any of the Securities held for their respective accounts. Such clients may
also terminate the investment advisory agreements without penalty upon
appropriate notice. Southeastern does not have an economic interest in any of
the Securities reported herein.
(e) Not applicable.
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.
Dated: November 16, 2017
Southeastern Asset Management, Inc.
By /s/ Andrew R. McCarroll
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Andrew R. McCarroll
Vice President and General Counsel
Longleaf Partners Fund
Longleaf Partners Small-Cap Fund
By: Southeastern Asset Management, Inc.
/s/ Andrew R. McCarroll
_______________________________________________
Andrew R. McCarroll
Vice President & General Counsel
O. Mason Hawkins, Individually
/s/ O. Mason Hawkins
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Joint Filing Agreement
In accordance with Rule 13d-1(k) under the Securities Exchange Act
of 1934, the persons or entities named below agree to the joint
filing on behalf of each of them of this Initial Schedule 13D with
respect to the Securities of the Issuer and further agree that this
joint filing agreement be included as an exhibit to this Initial to
Schedule 13D. In evidence thereof, the undersigned hereby execute
this Agreement as of November 16, 2017.
Southeastern Asset Management, Inc.
By /s/ Andrew R. McCarroll
_______________________________________________
Andrew R. McCarroll
Vice President and General Counsel
Longleaf Partners Fund
Longleaf Partners Small-Cap Fund
By: Southeastern Asset Management, Inc.
/s/ Andrew R. McCarroll
_______________________________________________
Andrew R. McCarroll
Vice President & General Counsel
O. Mason Hawkins, Individually
/s/ O. Mason Hawkins
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