Filing Details
- Accession Number:
- 0001140361-19-003621
- Form Type:
- 13G Filing
- Publication Date:
- 2019-02-21 13:56:43
- Filed By:
- Pfizer Master Trust
- Company:
- Venture Lending & Leasing Ix Inc.
- Filing Date:
- 2019-02-21
- SEC Url:
- 13G Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Master Trust Agreement Between Pfizer Inc. and The Northern Trust Company | 0 | 8,696 | 0 | 0 | 8.7% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
| VENTURE LENDING & LEASING IX, INC. |
| (Name of Issuer) |
| Common Shares, $0.001 par value |
| (Title of Class of Securities) |
| None |
| (CUSIP Number) |
| May 2, 2018 |
| 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 the disclosures provided in a prior cover page.
The information required in 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 | | | ||
| Master Trust Agreement Between Pfizer Inc. and The Northern Trust Company | |||||
| I.R.S. Identification Nos. of above persons (entities only). | | | |||
| 36-3146075 | | | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||||
| (a) ☐ | |||||
| (b) ☒ | | | |||
| 3 | SEC USE ONLY | | | ||
| | | | |||
| | | ||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | | | ||
| Illinois | | | |||
| | | ||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | | | |
| 0 | | | |||
| | | ||||
| 6 | SHARED VOTING POWER | | | ||
| 8,696 | | | |||
| | | ||||
| 7 | SOLE DISPOSITIVE POWER | | | ||
| 0 | | | |||
| | | ||||
| 8 | SHARED DISPOSITIVE POWER | | | ||
| 0 | | | |||
| | | ||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED | | | ||
| 8,696 | | | |||
| | | ||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | | | ||
| ☐ | | | |||
| | | ||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | ||
| 8.7% | | | |||
| | | ||||
| 12 | TYPE OF REPORTING PERSON | | | ||
| EP | | | |||
| | | ||||
| Item 1(a) | Name of Issuer: VENTURE LENDING & LEASING IX, INC. |
| Item 1(b) | Address of Issuer’s Principal Executive Offices: |
104 La Mesa Drive, Suite 102
Portola Valley, CA 94028
| Item 2(a) | Name of Persons Filing: |
Master Trust Agreement Between Pfizer Inc. and The Northern Trust Company
| Item 2(b) | Address of Principal Business Office, or if None, Residence: |
c/o Benefit Financing
235 East 42nd Street
28th Floor
New York, NY 10017
| Item 2(c) | Citizenship: |
Illinois
| Item 2(d) | Title of Class of Securities: Common Shares, $0.001 par value |
| Item 2(e) | CUSIP Number: None. |
| Item 3 | Not Applicable. |
| Item 4(a) | Amount beneficially owned: |
The Reporting Person identified below owns 5% or more of the outstanding membership interests of Venture Lending & Leasing IX, LLC
(the “Company”), which owns all of the outstanding shares of Common Stock of the Issuer (100,000 shares of Common Stock). The members of the Company have pass-through
voting rights with respect to any action proposed at a meeting of the shareholders of the Issuer or submitted for consent of the shareholders of the Issuer. As a result, the Reporting Person may be deemed to beneficially own outstanding shares
of Common Stock of the Issuer.
The Master Trust Agreement Between Pfizer Inc. and The
Northern Trust Company was entered into under the laws of the State of Illinois (the “Pfizer Trust”). The Pfizer Trust owns 8.7% of the Company and, as a result, may be deemed to beneficially own 8,696 shares (or 8.7%) of the outstanding
shares of Common Stock of the Issuer (the “Pfizer Shares”). The Pfizer Trust disclaims beneficial ownership of the Pfizer Shares except to the extent of its ownership of
membership interests of the Company.
| Item 4(b) | Percent of class: 8.7% |
| Item 4(c) | Number of shares as to which such person has: |
(i) Sole power to vote or to direct
the vote: 0
(ii) Shared power to vote or to direct
the vote: 8,696
(iii) Sole power to dispose or to direct
the disposition of: 0
(iv) Shared power to dispose or to
direct the disposition of: 0
| Item 5 | If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the
class of securities check the following ☐ |
| 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 | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect,
other than activities solely in connection with a nomination under § 240.14a-11.
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.
| February 12, 2019 | |
| (Date) | |
| /s/ Brian McMahon | |
| (Signature) | |
| Brian McMahon, Member, Plan Assets Committee | |
| (Name/Title) Master Trust Agreement Between Pfizer Inc. and The Northern Trust Company |