- Amended Statement of Ownership (SC 13G/A)
February 14 2011 - 6:43PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
The Pep Boys Manny, Moe & Jack
(Name of Issuer)
Common Stock
(Title of Class of Securities)
December 31, 2010
(Date of Event Which Requires Filing of this Statement)
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).
Persons who respond to the collection of information contained in this form are not required to
respond unless the form displays a currently valid OMD control number.
SEC 1745 (3-06)
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1
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NAMES OF REPORTING PERSONS
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Glenhill Advisors, LLC
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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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(a)
o
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(b)
þ
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3
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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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Delaware
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5
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SOLE VOTING POWER
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NUMBER OF
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2,573,400
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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2,573,400
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WITH:
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,573,400
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.90%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA, HC
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1
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NAMES OF REPORTING PERSONS
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Glenn J. Krevlin
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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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(a)
o
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(b)
þ
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3
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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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5
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SOLE VOTING POWER
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NUMBER OF
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2,573,400
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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2,573,400
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WITH:
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,573,400
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.90%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN, HC
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1
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NAMES OF REPORTING PERSONS
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Glenhill Capital Management, LLC
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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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(a)
o
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(b)
þ
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3
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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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Delaware
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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2,573,400
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH:
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8
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SHARED DISPOSITIVE POWER
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2,573,400
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,573,400
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.90%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA, HC
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Item 1(a).
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Name of Issuer:
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The Pep Boys - Manny, Moe & Jack
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Item 1(b).
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Address of Issuers Principal Executive Offices:
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3111 W. Allegheny Ave.
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Philadelphia, PA 19132
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Item 2(a).
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Name of Person Filing:
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Glenhill Advisors, LLC, Glenn J.
Krevlin, and Glenhill Capital Management, LLC. Glenn J. Krevlin is
the managing member and control person of Glenhill Advisors, LLC.
Glenhill Advisors, LLC is the managing member of Glenhill Capital
Management, LLC. Glenhill Capital Management, LLC is the general
partner and investment advisor of Glenhill Capital LP, a security
holder of the issuer, and
sole shareholder of Glenhill Capital Overseas GP, Ltd. Glenhill
Capital Overseas GP, Ltd. is general partner of Glenhill Capital Overseas Master Fund, LP, a security holder of the issuer.
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
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156 West 56
th
Street, 17
th
Floor
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New York, NY 10019
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Item 2(c).
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Citizenship:
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See the response(s) to Item 4 on the attached cover page(s).
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Item 2(d).
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Title of Class of Securities:
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Common Stock
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Item 2(e).
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CUSIP Number:
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713278109
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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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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer
identified in Item 1:
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(a)
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Amount Beneficially owned:
See the response(s) to Item 9 on the attached cover page(s). As of February 4,
2011, each of the Reporting Persons may be deemed to be the beneficial owner of an
aggregate of
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2,677,297 shares of Common Stock.
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(b)
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Percent of Class:
See the response(s) to Item 11 on the attached cover page(s), which was determined
by dividing the number of shares beneficially held by the Reporting Person by
52,521,080, the number of shares of Common Stock issued and outstanding as reported
in the Issuers Form 10-Q filed with the Securities and Exchange Commission on
December 7, 2010. As of February 4, 2011, each of the Reporting Persons may be
deemed to be the beneficial owner of approximately 5.10% of the issued and
outstanding shares of the Common Stock, which was determined in the same manner.
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote:
See the response(s) to Item 5 on the attached cover
page(s). As of February 4, 2011, each of Glenhill
Advisors, LLC and Glenn J. Krevlin may be deemed to
have the sole power to vote or direct the vote of an
aggregate of 2,677,297 shares of Common Stock.
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(ii)
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Shared power to vote or to direct the vote:
See the response(s) to Item 6 on the attached cover
page(s). As of February 4, 2011, Glenhill Capital
Management, LLC may be deemed to have shared power to
vote or direct the vote of an aggregate of 2,677,297
shares of Common Stock.
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(iii)
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Sole power to dispose or to direct the disposition of:
See the response(s) to Item 7 on the attached cover
page(s). As of February 4, 2011, each of Glenhill
Advisors, LLC and Glenn J. Krevlin may be deemed to
have the sole power to dispose of or to direct the
disposition of an aggregate of 2,677,297 shares of
Common Stock.
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(iv)
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Shared power to dispose or to direct the disposition of:
See the response(s) to Item 8 on the attached cover
page(s). As of February 4, 2011, Glenhill Capital
Management, LLC may be deemed to have shared power to
dispose of or direct the disposition of an aggregate of
2,677,297 shares of Common Stock.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Not Applicable.
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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
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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
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not acquired and are not held for the purpose of or with the effect of changing or influencing the control of
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the issuer of the securities and were not acquired and are not held in connection with or as a participant in
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any transaction having that purpose or effect.
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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, 2011
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GLENHILL ADVISORS, LLC
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By:
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/s/ GLENN J. KREVLIN
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Name:
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Glenn J. Krevlin
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Title:
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Managing Member
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/s/ GLENN J. KREVLIN
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Name: Glenn J. Krevlin
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GLENHILL CAPITAL MANAGEMENT, LLC
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By:
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GLENHILL ADVISORS, LLC
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Managing Member
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By:
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/s/ GLENN J. KREVLIN
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Name:
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Glenn J. Krevlin
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Title:
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Managing Member
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