Initial Statement of Beneficial Ownership (3)
June 08 2017 - 5:21PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
EINHORN DAVID
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2. Date of Event Requiring Statement (MM/DD/YYYY)
6/7/2017
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3. Issuer Name
and
Ticker or Trading Symbol
DILLARD'S, INC. [DDS]
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(Last)
(First)
(Middle)
140 EAST 45TH STREET, FLOOR 24
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
___
X
___ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Street)
NEW YORK, NY 10017
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Class A Common Stock
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77200
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I
(1)
(2)
(3)
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See Footnote
(4)
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Class A Common Stock
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439100
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I
(1)
(2)
(3)
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See Footnote
(5)
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Class A Common Stock
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877442
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I
(1)
(2)
(3)
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See Footnote
(6)
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Class A Common Stock
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340400
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I
(1)
(2)
(3)
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See Footnote
(7)
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Class A Common Stock
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346500
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I
(1)
(2)
(3)
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See Footnote
(8)
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Class A Common Stock
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92530
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I
(1)
(2)
(3)
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See Footnote
(9)
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Class A Common Stock
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377300
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I
(1)
(2)
(3)
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See Footnote
(10)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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David Einhorn is the president of Greenlight Capital, Inc. ("Greenlight Inc."), the senior manager of DME Advisors GP, LLC ("DME GP"), and the senior manager of Greenlight Masters, LLC ("Masters LLC"). DME GP is the general partner of DME Advisors, LP ("DME") and DME Capital Management, LP ("DME CM"). Mr. Einhorn may be deemed to beneficially own the securities reported herein by virtue of his positions with respect to Greenlight Inc., DME GP, and Masters LLC.
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(2)
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The foregoing entities control the disposition and voting of shares of Class A Common Stock ("Shares") of Dillard's, Inc. (the "Issuer"), owned by the following entities: Greenlight Capital, L.P. ("GCLP"), Greenlight Capital Qualified, L.P. ("GCQP"), Greenlight Capital Offshore Partners ("GCOP"), Greenlight Capital (Gold), LP ("GGLP"), Greenlight Capital Offshore Master (Gold), Ltd. ("GGOM"), Greenlight Masters Partners ("GMP") and an account managed by DME (the "Managed Account," and, together with GCLP, GCQP, GCOP, GGLP, GGOM, Greenlight Inc., DME GP, DME, DME CM, Masters LLC and Mr. Einhorn, the "Greenlight Parties"), in the respective capacities and quantities further described in the footnotes below.
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(3)
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Pursuant to Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Act"), the Greenlight Parties disclaim beneficial ownership of the Shares except to the extent of their respective pecuniary interests therein. The filing of this Form 3 shall not be construed as an admission that any of the Greenlight Parties is or was for the purposes of Section 16(a) of the Act, or otherwise, the beneficial owner of any of the Shares owned by GCLP, GCQP, GCOP, GGLP, GGOM, GMP or the Managed Account.
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(4)
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Greenlight Inc. controls the voting and disposition of 77,200 Shares held for the account of GCLP, of which Greenlight Inc. acts as investment manager.
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(5)
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Greenlight Inc. controls the voting and disposition of 439,100 Shares held for the account of GCQP, of which Greenlight Inc. acts as investment manager.
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(6)
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Greenlight Inc. controls the voting and disposition of 877,442 Shares held for the account of GCOP, of which Greenlight Inc. acts as investment manager.
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(7)
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DME CM controls the voting and disposition of 340,400 Shares held for the account of GGLP, of which DME CM acts as investment manager.
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(8)
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DME CM controls the voting and disposition of 346,500 shares held for the account of GGOM, of which DME CM acts as investment manager.
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(9)
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Masters LLC controls the voting and disposition of 92,530 Shares held for the account of GMP, of which Masters LLC acts as general manager.
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(10)
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DME controls the voting and disposition of 377,300 Shares held for the account of the Managed Account, for which DME serves as the investment manager.
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Remarks:
* The Power of Attorney executed by David Einhorn, authorizing the signatory to sign and file this Schedule 13G on David Einhorn's behalf, filed as Exhibit 99.2 to the Schedule 13G filed with the Securities and Exchange Commission on May 24, 2010 by the Reporting Persons with respect to the common stock of NCR Corporation, is hereby incorporated by reference.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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EINHORN DAVID
140 EAST 45TH STREET
FLOOR 24
NEW YORK, NY 10017
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X
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GREENLIGHT CAPITAL INC
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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DME Advisors GP, L.L.C.
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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DME Capital Management, LP
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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DME Advisors, LP
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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Greenlight Masters, LLC
140 EAST 45TH STREET
24TH FLOOR
NEW YORK, NY 10017
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X
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Signatures
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/s/ Daniel Roitman, attorney-in-fact for David Einhorn
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6/8/2017
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of Greenlight Capital, Inc.
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6/8/2017
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of DME Advisors GP, L.L.C., General Partner of DME Advisors, L.P.
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6/8/2017
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of DME Capital Management, L.P.
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6/8/2017
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Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of DME Advisors GP, L.L.C.
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6/8/2017
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**
Signature of Reporting Person
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Date
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/s/ Daniel Roitman, Chief Operating Officer of Greenlight Masters, LLC
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6/8/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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