Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Schedule 13G
Information to be Included in Statements
Filed Pursuant to Rules 13d-1(b), (c) and (d) and
Amendments Thereto Filed Pursuant to Rule 13d-2(b)
(Amendment No. 1)*
TD Ameritrade Holding Corporation
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
87236Y 108
(CUSIP Number)
J. Joe Ricketts
c/o Hugo Enterprises LLC
1395 South Platte River Drive
Denver, Colorado 80223
with a copy to:
Alan L. Dye
Hogan Lovells US LLP
555 Thirteenth Street, NW
Washington, D.C. 20007
(202) 637-5737
December 31, 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:
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☐
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Rule 13d-1(b)
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☒
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Rule 13d-1(c)
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☐
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Rule 13d-1(d)
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*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.
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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 (the “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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CUSIP No. 872364Y 108
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13G
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1
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NAMES OF REPORTING PERSONS
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J. Joe Ricketts
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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SOLE VOTING POWER
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32,686,808
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SHARED VOTING POWER
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-0-
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7
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SOLE DISPOSITIVE POWER
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32,686,808
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8
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SHARED DISPOSITIVE POWER
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-0-
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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32,686,808
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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☐
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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5.8%1
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TYPE OF REPORTING PERSON*
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IN
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CUSIP No. 872364Y 108
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13G
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Item 1(a)
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Name of Issuer:
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<
/font>
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TD Ameritrade Holding Corporation (the "Issuer")
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Item 1(b)
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Address of Issuer's Principal
Executive Offices:
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200 South 108th Avenue
Omaha, Nebraska 68154
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Item 2(a)
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Name of Person Filing:
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J. Joe Ricketts
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Item 2(b)
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Address of Principal Business Office
or, if none, Residence:
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c/o Hugo Enterprises LLC
1395 South Platte River Drive
Denver, Colorado 80223
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Item 2(c)
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Citizenship:
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U.S.
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Item 2(d)
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Title of Class of Securities:
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Common Stock, par value $0.01 per share ("Common Stock")
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Item 2(e)
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CUSIP No.:
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87236Y 108
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Item 3
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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:
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Not Applicable.
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Item 4
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Ownership:
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Amount beneficially owned: |
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32,686,808*
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* Does not include 13,873,875 shares of Common Stock owned by Marlene M. Ricketts, the Reporting Person's spouse. The Reporting Person disclaims
beneficial ownership of all shares held by Ms. Ricketts.
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Percent of Class |
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5.8%
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Number of shares as to which such person has: |
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(i) Sole power to vote or to direct the vote: 32,686,808
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| (ii) Shared power to vote or to direct the vote: -0- | |||
| (iii) Sole power to dispose or to direct the disposistion of: 32,686,808 | |||
| (iv) Shared power to dispose or to direct the disposistion of: -0- | |||
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Item 5
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Ownership of Five Percent or Less
of a Class:
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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: ☐
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Item 6
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Ownership of More Than Five Percent
on Behalf of Another Person:
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Not applicable.
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Item 7
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Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
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Not applicable.
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Item 8
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Identification and Classification
of Members of the Group:
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Not applicable
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Item 9
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Notice of Dissolution of Group:
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Not applicable
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Item 10
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Certifications:
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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.
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SIGNATURE
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.
Date: February 14, 2019
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/s/ J. Joe Ricketts
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J. Joe Ricketts
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