Amended Statement of Ownership (sc 13g/a)
February 13 2019 - 3:39PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE
13G/A
(Rule
13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES
13d-1(b),
(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE
13d-2.
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
Colfax
Corporation
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
194014106
(CUSIP Number)
December 31, 2018
(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)
*
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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 disclosures provided in a prior cover page.
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The information required on 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).
SCHEDULE 13G
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1
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NAMES OF
REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION OF ABOVE PERSON
Steven M. Rales
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (
SEE
INSTRUCTIONS)
(a) ☐ (b) ☐
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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
USA
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
10,911,124
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6
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SHARED VOTING POWER
779,625
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7
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SOLE DISPOSITIVE POWER
10,911,124
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8
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SHARED DISPOSITIVE POWER
779,625
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,690,749
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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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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
9.98%(1)
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12
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TYPE OF REPORTING PERSON
(
SEE
INSTRUCTIONS)
IN
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1
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The percentage reported is based on the 117,199,449 shares of Common Stock reported as outstanding in Colfax
Corporations Form
10-Q
filed on October 25, 2018.
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Item 1(a)
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Name of Issuer:
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The name of the issuer is Colfax Corporation, a Delaware corporation (the Issuer).
Item 1(b)
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Address of Issuers Principal Executive Offices:
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The principal executive office of the Issuer is 420 National Business Parkway, 5th Floor, Annapolis Junction, MD 20701.
Item 2(a)
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Name of Person Filing:
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This Schedule is being filed by Steven M. Rales (the Reporting Person).
Item 2(b)
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Address of Principal Business Office, or, if None, Residence:
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The principal business address of the Reporting Person is 2200 Pennsylvania Avenue, NW, Suite 800W, Washington, DC 20037.
The Reporting Person is a citizen of the United States of America.
Item 2(d)
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Title of Class of Securities:
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This Schedule 13G/A relates to the common stock of the Issuer, par value $0.001 per share (the Common Stock).
The CUSIP Number of the Common Stock is 194014106.
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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N/A
As of December 31, 2018, the total number of shares of Common Stock beneficially owned by the Reporting Person is 11,690,749. The Reporting Persons
ownership consists of 10,536,124 shares of Common Stock held directly by the Reporting Person, 375,000 shares of Common Stock owned by a charitable foundation, of which the Reporting Person is the sole director, 19,388 shares of Common Stock held by
Capital Yield Corporation, of which the Reporting Person is a 50% stockholder, and 760,237 shares of Common Stock held by a family trust, of which the Reporting Person is the grantor. The Reporting Person disclaims beneficial ownership of those
shares of Common Stock held by the charitable foundation.
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(a)
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Amount beneficially owned: 11,690,749
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(b)
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Percent of class: 9.98%
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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: 10,911,124
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(ii)
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Shared power to vote or to direct the vote: 779,625
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(iii)
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Sole power to dispose or to direct the disposition of: 10,911,124
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(iv)
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Shared power to dispose or to direct the disposition of: 779,625
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Item 5
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Ownership of Five Percent or Less of a Class.
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N/A
Item 6
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Ownership of More than Five Percent on Behalf of Another Person.
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N/A
Item 7
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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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N/A
Item 8
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Identification and Classification of Members of the Group.
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N/A
Item 9
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Notice of Dissolution of Group.
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N/A
N/A
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 13, 2019
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