Sec Form 13D Filing - TISCH ANDREW H filing for LOEWS CORP (L) - 2021-03-23

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

Loews Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

540424-10-8

(CUSIP Number)

Barry L. Bloom 655 Madison Avenue, 11th Floor New York, NY 10065-8068 (212) 521-2930

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

	March 22, 2021
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d‑7 for other parties to whom copies are to be sent.

 

*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).

 

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SCHEDULE 13D

 

 

Item 5 is amended by deleting the text thereof in its entirety and replacing it with the following:

 

As of March 22, 2021, Mr. Tisch beneficially owned a total of 15,878,996 shares of Common Stock of the Issuer, including 14,809,184 shares held by trusts of which he is trustee, 990,000 shares held by a charitable foundation of which he is a director, 46,401 shares which he had the right to acquire upon exercise of Stock Appreciation Rights which were then exercisable and 28,509 shares underlying vested RSUs of which he deferred receipt that could be delivered to him within 60 days of March 22, 2021 if his service with the Company were to terminate as of that date. The total number of shares beneficially owned by Mr. Tisch constituted approximately 6.0% of the 263,860,048 shares of Common Stock of the Issuer outstanding on March 22, 2021, according to information provided by the Issuer.

 

Mr. Tisch had sole voting and dispositive power over 14,809,184 shares held by trusts of which he is trustee and would have sole voting and dispositive power over 46,401 shares he had the right to acquire upon exercise of Stock Appreciation Rights if he had exercised them and 28,509 shares underlying vested RSUs if he were to receive them.  Mr. Tisch may be deemed to have shared voting and dispositive power over 990,000 shares held by a charitable foundation of which he is a director.

 

During the 60 days preceding the filing of this statement, the only transactions in the Common Stock of the Issuer engaged in by Mr. Tisch were as follows:  On March 15, 2021, trusts of which Mr. Tisch is trustee distributed 915,618 shares of Common Stock, and trusts of which Mr. Tisch is trustee received gifts totaling 2,586,894 shares of Common Stock, which in each case did not change Mr. Tisch’s beneficial ownership.