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.
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| UNITED STATES | ||
| SECURITIES AND EXCHANGE COMMISSION | ||
| Washington, D.C. 20549 | ||
SCHEDULE 13G
(Amendment to Schedule 13G Amendment No. 1 )*,**
Under the Securities Exchange Act of 1934
The AZEK Company Inc.
(Name of Issuer)
Class A Common Stock, par value $0.001 per share
(Title of Class of Securities)
05478C105
(CUSIP Number)
December 31, 2021**
(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).
**This filing is being made solely to correct an error in Item 8 of the Schedule 13G Amendment No. 1 filed on February 14, 2022.
| CUSIP No. 05478C105 13G Page 2 of 6 | |||||
| 1. | Names
of Reporting Persons Ontario Teachers’ Pension Plan Board |
||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
| (a) | ☒ | ||||
| (b) | ☐ | ||||
| 3. | SEC Use Only | ||||
| 4. | Citizenship
or Place of Organization Ontario, Canada |
||||
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole
Voting Power 19,096,0901 |
|||
| 6. | Shared
Voting Power 0 |
||||
| 7. | Sole
Dispositive Power 19,096,0901 |
||||
| 8. | Shared
Dispositive Power 0 |
||||
| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person 19,096,0901 |
||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐ | ||||
| 11. | Percent
of Class Represented by Amount in Row (9) 12.3%2 |
||||
| 12. | Type
of Reporting Person (See Instructions) FI |
||||
1 As of December 31, 2021, and including 100 shares of Class A common stock, par value $0.001 per share (the “Class A Common Stock”), of The AZEK Company Inc. (the “Issuer”) issuable upon conversion of 100 shares of Class B common stock (the “Class B Common Stock”) of the Issuer beneficially owned by Ontario Teachers’ Pension Plan Board (“OTPP”).
2 Calculated based on (i) 154,876,313 Class A common stock of the Issuer outstanding as of October 29, 2021 as reported in the Issuer’s annual report on Form 10-K filed with the Securities and Exchange Commission on November 23, 2021 and (ii) 100 shares of Class A Common Stock issuable upon conversion of 100 shares of Class B Common Stock beneficially owned by OTPP.
Explanatory Note
This amendment (the “Amendment”) is being filed solely to amend Item 8 to the Schedule 13G/A filed with the Commission on February 14, 2022 (the “Amendment No.1” and, together with this Amendment, the “Schedule 13G”).
Item 8. Identification and Classification of Members of the Group
See Exhibit 99.2 attached.
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 8, 2023
| ONTARIO TEACHERS’ PENSION PLAN BOARD | ||
| By: | /s/ Jonathan Law | |
| Name: Jonathan Law | ||
| Title: Managing Director, Corporate & Investments Compliance | ||