Page 8 of 12 – SEC Filing 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);
(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 association 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) [_] A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
(k) [_] Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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: Soroban Master Fund LP – 11,193,847 Soroban Capital GP LLC – 17,835,141 Soroban Capital Partners LP – 17,835,141 Soroban Capital Partners GP LLC – 17,835,141 Eric W. Mandelblatt – 17,835,141
(b) Percent of class: Soroban Master Fund LP – 5.0% Soroban Capital GP LLC – 8.0% Soroban Capital Partners LP – 8.0% Soroban Capital Partners GP LLC – 8.0% Eric W. Mandelblatt – 8.0%
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); |
(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 association 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) | [_] | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
(k) | [_] | Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
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: | |
Soroban Master Fund LP – 11,193,847 Soroban Capital GP LLC – 17,835,141 Soroban Capital Partners LP – 17,835,141 Soroban Capital Partners GP LLC – 17,835,141 Eric W. Mandelblatt – 17,835,141 |
(b) | Percent of class: | |
Soroban Master Fund LP – 5.0% Soroban Capital GP LLC – 8.0% Soroban Capital Partners LP – 8.0% Soroban Capital Partners GP LLC – 8.0% Eric W. Mandelblatt – 8.0% |