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
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons 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).
CUSIP No. |
115637-10-0 |
1 | NAMES OF REPORTING PERSONS Geo. Garvin Brown IV |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) þ | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States of America | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 3,024,168 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
3,024,168 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
3,024,168 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.3% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
CUSIP No. |
115637-10-0 |
1 | NAMES OF REPORTING PERSONS Campbell P. Brown |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) þ | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States of America | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 3,084,957 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
3,084,957 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
3,084,957 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.5% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
CUSIP No. |
115637-10-0 |
1 | NAMES OF REPORTING PERSONS Geo. Garvin Brown III |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) þ | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States of America | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 95,746 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 5,448,290 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 95,746 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
5,448,290 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
5,544,036 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
9.8% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
850 Dixie Highway
Louisville, Kentucky 40210
a) | Names of persons filing: |
Campbell P. Brown
Geo. Garvin Brown III
b) | Principal business addresses of reporting persons |
850 Dixie Highway
Louisville, Kentucky 40210
850 Dixie Highway
Louisville, Kentucky 40210
6009 Brownsboro Park Boulevard, Suite B
Louisville, Kentucky 40207
c) | Citizenship: Each of the reporting persons is a citizen of the United States of America. | ||
d) | Title of class of securities: Brown-Forman Corporation Class A Common Stock | ||
e) | CUSIP No.: 0115637-10-0 |
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 associations 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) | [ ] Group, in accordance with § 240.13d-1(b)(1)(ii)(J). |
Geo. Garvin Brown IV: | ||||||
(a)
|
Beneficially Owned | 3,024,168 | ||||
(b)
|
Percent of Class | 5.3 | % | |||
(c)
|
Sole Voting Power | 0 | ||||
Shared Voting Power | 3,024,168 | |||||
Sole Disposition Power | 0 | |||||
Shared Disposition Power | 3,024,168 |
Campbell P. Brown: | ||||||
(a)
|
Beneficially Owned | 3,084,957 | ||||
(b)
|
Percent of Class | 5.5 | % | |||
(c)
|
Sole Voting Power | 0 | ||||
Shared Voting Power | 3,084,957 | |||||
Sole Disposition Power | 0 | |||||
Shared Disposition Power | 3,084,957 |
Geo. Garvin Brown III: | ||||||
(a)
|
Beneficially Owned | 5,544,036(1) | ||||
(b)
|
Percent of Class | 9.8% | ||||
(c)
|
Sole Voting Power | 95,746 | ||||
Shared Voting Power | 5,448,290(1) | |||||
Sole Disposition Power | 95,746 | |||||
Shared Disposition Power | 5,448,290(1) |
(1) | Geo. Garvin Brown III serves as one member of a three-member advisory committee to two trusts holding, in the aggregate, 1,055,550 shares of Class A Common Stock (the Trust Shares). Although he shares voting and dispositional control of the Trust Shares, he has no direct or indirect pecuniary interest in them and disclaims beneficial ownership of them. Out of an abundance of caution, he includes the Trust Shares in his aggregate beneficial ownership. However, the group created by the undersigned individuals does not consider the Trust Shares to be beneficially owned by the group and does not attribute beneficial ownership of the Trust Shares to the aggregate holdings of the group. |
Geo. Garvin Brown IV, by Holli H. Lewis, Attorney-in-Fact, pursuant to Power of Attorney dated May 16, 2007
Campbell P. Brown, by Holli H. Lewis, Attorney-in-Fact, pursuant to Power of Attorney dated May 14, 2007
Geo. Garvin Brown III, by Holli H. Lewis, Attorney-in-Fact, pursuant to Power of Attorney dated June 24, 2007
1. | Each of them is individually eligible to use the Schedule 13G, as amended, to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and |
2. | Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but non of them is responsible for the completeness or accuracy of the information concerning the other person making the filing, unless such person knows or has reason to believe that such information is inaccurate. |
3. | Each of them acknowledge and agree that Nelea A. Absher, Holli H. Lewis, Diane M. Barhorst, and Laura H. Pulliam shall be authorized as attorneys-in-fact to sign, on behalf of each party to this Agreement, any Schedule 13G or amendments thereto that are required to be filed on behalf of the parties thereto. |
Geo. Garvin Brown IV, by Holli H. Lewis, Attorney-in-Fact, pursuant to Power of Attorney dated May 16, 2007
Campbell P. Brown, by Holli H. Lewis, Attorney-in-Fact, pursuant to Power of Attorney dated May 14, 2007
Geo. Garvin Brown III, by Holli H. Lewis, Attorney-in-Fact, pursuant to Power of Attorney dated June 24, 2007
1. | prepare, execute and file, for and on behalf of the undersigned, Form ID, Forms 3, 4 and 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the Act) and the rules thereunder, and Schedules 13D and 13G (including amendments thereto) in accordance with Sections 13(d) and 13(g) of the Act and the rules thereunder; |
2. | do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form 3, 4 or 5 (including amendments thereto) or Schedule 13D or 13G (including amendments thereto) and timely file that Form or Schedule with the United States Securities and Exchange Commission and any stock exchange or similar authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and |
3. | take any other action of any type whatsoever in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-facts discretion. |
1. | prepare, execute and file, for and on behalf of the undersigned, Form ID, Forms 3, 4 and 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the Act) and the rules thereunder, and Schedules 13D and 13G (including amendments thereto) in accordance with Sections 13(d) and 13(g) of the Act and the rules thereunder; |
2. | do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form 3, 4 or 5 (including amendments thereto) or Schedule 13D or 13G (including amendments thereto) and timely file that Form or Schedule with the United States Securities and Exchange Commission and any stock exchange or similar authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and |
3. | take any other action of any type whatsoever in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-facts discretion. |
1. | prepare, execute and file, for and on behalf of the undersigned, Form ID, Forms 3, 4 and 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the Act) and the rules thereunder, and Schedules 13D and 13G (including amendments thereto) in accordance with Sections 13(d) and 13(g) of the Act and the rules thereunder; |
2. | do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form 3, 4 or 5 (including amendments thereto) or Schedule 13D or 13G (including amendments thereto) and timely file that Form or Schedule with the United States Securities and Exchange Commission and any stock exchange or similar authority, and provide a copy as required by law or advisable to such persons as the attorney-in-fact deems appropriate; and |
3. | take any other action of any type whatsoever in connection with the foregoing that, in the opinion of the attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-facts discretion. |