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.
- Peter Lynch
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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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SCHEDULE 13G/A
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b)
(Amendment No. 2)*
PZENA INVESTMENT MANAGEMENT, INC.
(Name of Issuer)
Class A Common Stock, par value $0.01 per share
(Title of Class of Securities)
74731Q103
(CUSIP Number)
December 31, 2016
(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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Rule 13d-1(b) |
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x |
Rule 13d-1(c) |
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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).
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CUSIP No. 74731Q103 |
13G |
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1. |
Name of Reporting Persons | |||||
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2. |
Check the Appropriate Box if a Member of a Group | |||||
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(a) |
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(b) |
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization | |||||
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Number of |
5. |
Sole Voting Power | |||||
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6. |
Shared Voting Power | ||||||
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7. |
Sole Dispositive Power | ||||||
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8. |
Shared Dispositive Power | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||||
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11. |
Percent of Class Represented by Amount in Row (9) | |||||
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12. |
Type of Reporting Person | |||||
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CUSIP No. 74731Q103 |
13G |
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1. |
Name of Reporting Persons | |||||
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2. |
Check the Appropriate Box if a Member of a Group | |||||
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(a) |
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(b) |
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization | |||||
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Number of |
5. |
Sole Voting Power | |||||
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6. |
Shared Voting Power | ||||||
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7. |
Sole Dispositive Power | ||||||
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8. |
Shared Dispositive Power | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||||
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11. |
Percent of Class Represented by Amount in Row (9) | |||||
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12. |
Type of Reporting Person | |||||
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CUSIP No. 74731Q103 |
13G |
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Item 1. | ||
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(a) |
Name of Issuer: |
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(b) |
Address of Issuer’s Principal Executive Offices: New York, NY 10022 |
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Item 2. | ||
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(a) |
Names of Persons Filing: |
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(b) |
Address of Principal Business Office or, if none, Residence: 1010 Washington Blvd., 6th Floor Stamford, CT 06901 |
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(c) |
Citizenship: |
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(d) |
Title of Class of Securities: |
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(e) |
CUSIP No.: |
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Item 3. |
Statement filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c): | |
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Not applicable. | |
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CUSIP No. 74731Q103 |
13G |
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Item 4. |
Ownership |
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See Cover Page, Items 5 through 11.
The Reporting Persons are the joint beneficial owners of 490,275 shares of Class A Common Stock of the Issuer, which represents 3.0% of the outstanding shares of Class A Common Stock of the Issuer, based upon 16,303,791 shares outstanding on the Issuer’s Quarterly Report on Form 10-Q for the Quarter Ended September 30, 2016. |
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Item 5. |
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 box. x | |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
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Not applicable. |
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Item 7. |
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. |
Identification and Classification of Members of the Group. |
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Not applicable. |
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Item 9. |
Notice of Dissolution of Group. |
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Not applicable. |
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CUSIP No. 74731Q103 |
13G |
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Item 10. |
Certifications. |
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Not applicable. |
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.
Dated: March 3, 2017
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/s/A. Rama Krishna |
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A. Rama Krishna |
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/s/Tomoko S. Krishna |
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Tomoko S. Krishna |
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CUSIP No. 74731Q103 |
13G |
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EXHBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of such a statement on Schedule 13G/A with respect to the Common Stock beneficially owned by each of them of Pzena Investment Management, Inc.. This Joint Filing Agreement shall be included as an Exhibit to such Schedule 13G/A.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of the 3rd day of March, 2017.
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/s/A. Rama Krishna |
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A. Rama Krishna |
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/s/Tomoko S. Krishna |
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Tomoko S. Krishna |