|
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CUSIP No.
|
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25490A309
|
|
13G
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Page
2
of 26 Pages
|
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1
|
|
NAME OF REPORTING PERSON
Warren E. Buffett
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United States
Citizen
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
37,275,400 Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
37,275,400 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
37,275,400 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not Applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
6.7%
|
12
|
|
TYPE OF REPORTING
PERSON
IN
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
3
of 26 Pages
|
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|
1
|
|
NAME OF REPORTING PERSON
Berkshire Hathaway Inc.
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
37,275,400 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
37,275,400 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
37,275,400 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
6.7%
|
12
|
|
TYPE OF REPORTING
PERSON
HC, CO
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
4
of 26 Pages
|
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|
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|
|
|
|
1
|
|
NAME OF REPORTING PERSON
National Indemnity Company
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Nebraska
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
22,999,600 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
22,999,600 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,999,600 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
4.1%
|
12
|
|
TYPE OF REPORTING
PERSON
IC, CO
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
5
of 26 Pages
|
|
|
|
|
|
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|
1
|
|
NAME OF REPORTING PERSON
GEICO Corporation
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
22,999,600 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
22,999,600 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,999,600 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
4.1%
|
12
|
|
TYPE OF REPORTING
PERSON
HC, CO
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
6
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Government Employees Insurance Company
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Maryland
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
20,478,900 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
20,478,900 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,478,900 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
3.7%
|
12
|
|
TYPE OF REPORTING
PERSON
IC, CO
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
7
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
GEICO Indemnity Company
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Maryland
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
2,520,700 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
2,520,700 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,520,700 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
0.4%
|
12
|
|
TYPE OF REPORTING
PERSON
IC, CO
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
8
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Acme Brick Company Pension Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Texas
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
330,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
330,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
330,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
9
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
The Buffalo News Office Pension Plan
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of New
York
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
188,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
188,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
188,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
10
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
The Buffalo News Editorial Pension Plan
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of New
York
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
231,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
231,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
231,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
11
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
The Buffalo News Mechanical Pension Plan
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of New
York
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
59,500 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
59,500 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,500 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
12
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
The Buffalo News Drivers/Distributors Pension Plan
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of New
York
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
24,600 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
24,600 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,600 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
13
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Dexter Pension Plan
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Connecticut
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
121,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
121,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
121,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
14
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
FlightSafety International Inc. Retirement Income Plan
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of New
York
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
615,500 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
615,500 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
615,500 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
15
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Fruit of the Loom Pension Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Kentucky
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
976,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
976,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
976,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
0.2%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
16
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
GEICO Corporation Pension Plan Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Maryland
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
2,188,500 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
2,188,500 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,188,500 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
0.4%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
17
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Johns Manville Corporation Master Pension Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Colorado
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
2,024,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
2,024,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,024,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
0.4%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
18
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Justin Brands, Inc. Union Pension Plan & Justin Brands, Inc. Pension Plan & Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Texas
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
95,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
95,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
95,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
19
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Scott Fetzer Company Collective Investment Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Ohio
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
270,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
270,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
270,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
Less than
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
20
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
BNSF Master Retirement Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Texas
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
5,475,700 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
5,475,700 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,475,700 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
1.0%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
21
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
Lubrizol Master Trust Pension
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
State of
Ohio
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
NONE
|
|
6
|
|
SHARED VOTING POWER
1,677,000 shares of Common Stock
|
|
7
|
|
SOLE DISPOSITIVE POWER
NONE
|
|
8
|
|
SHARED DISPOSITIVE POWER
1,677,000 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,677,000 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
0.3%
|
12
|
|
TYPE OF REPORTING
PERSON
EP
|
|
|
|
|
|
|
|
CUSIP No.
|
|
25490A309
|
|
13G
|
|
Page
22
of 26 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF REPORTING PERSON
R. Ted Weschler
|
2
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
x
(b)
¨
|
3
|
|
SEC USE ONLY
|
4
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
United States
Citizen
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5
|
|
SOLE VOTING POWER
627,432 shares of Common Stock
|
|
6
|
|
SHARED VOTING POWER
0
|
|
7
|
|
SOLE DISPOSITIVE POWER
627,432 shares of Common Stock
|
|
8
|
|
SHARED DISPOSITIVE POWER
85,136 shares of Common Stock
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
712,568 shares of Common Stock
|
10
|
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
Not applicable.
|
11
|
|
PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW 9
0.1%
|
12
|
|
TYPE OF REPORTING
PERSON
IN
|
Page
23
of 26 Pages
SCHEDULE 13G
Explanatory Note: On May 24, 2013, Berkshire Hathaway Inc. (Berkshire) and R. Ted Weschler, an investment manager of Berkshire whose Berkshire investment portfolio includes shares of the
Issuers Common Stock (Shares), entered into an agreement with respect to Mr. Weschlers personal holdings (which predate his position at Berkshire) of, and future transactions in, Shares. As a result of such agreement, Mr.
Weschler, Berkshire and the Berkshire subsidiaries and subsidiary pension plans that own Shares are filing this Schedule 13G as a group under Section 13 of the Securities Exchange Act of 1934, as amended (the Exchange Act).
Berkshire disclaims any beneficial ownership of Shares directly owned by Mr. Weschler or over which he has or shares trading authority on behalf of his relatives or related trusts, and Mr. Weschler disclaims any beneficial ownership of Shares
owned by Berkshire, Berkshires subsidiaries and its subsidiary pension plans. This report shall not be deemed an admission that any reporting person is the beneficial owner of any Shares that are not directly owned by such reporting person,
for purposes of Section 13 of the Exchange Act or for any other purpose.
Item 1.
DIRECTV
|
(b)
|
Address of Issuers Principal Executive Offices
|
2230 East Imperial Highway, El Segundo, CA 90245
Item 2(a). Name of Person Filing:
Item 2(b). Address of Principal Business Office:
Item 2(c). Citizenship:
|
|
|
Warren E. Buffett
3555 Farnam
Street
Omaha, Nebraska 68131
United
States Citizen
|
|
Berkshire Hathaway Inc.
3555 Farnam Street
Omaha, Nebraska
68131
Delaware corporation
|
|
|
National Indemnity Company
3024 Harney Street
Omaha, Nebraska
68131
Nebraska corporation
|
|
GEICO Corporation
One GEICO
Plaza
Washington, DC 20076
Delaware
Corporation
|
|
|
Government Employees Insurance Company
One GEICO Plaza
Washington, DC 20076
Maryland Corporation
|
|
GEICO Indemnity Company
One
GEICO Plaza
Washington, D.C. 20076
Maryland corporation
|
|
|
Acme Brick Company Pension Trust
c/o Acme Building Brands
2821 West 7
th
Street
Fort Worth, TX 76107
Texas
|
|
The Buffalo News Office Pension Plan
c/o The Buffalo News
One News Plaza
Buffalo, NY 14240
New York
|
|
|
The Buffalo News Editorial Pension Plan
c/o The Buffalo News
One News Plaza
Buffalo, NY 14240
New York
|
|
The Buffalo News Mechanical Pension Plan
c/o The Buffalo News
One News Plaza
Buffalo, NY 14240
New York
|
|
|
The Buffalo News Drivers/Distributors Pension Plan
c/o The Buffalo News
One News Plaza
Buffalo, NY 14240
New York
|
|
Dexter Pension Plan
c/o
H.H. Brown Shoe Co.
124 West Putnam Avenue
Greenwich, CT 06830
Connecticut
|
|
|
FlightSafety International Inc. Retirement Income Plan
c/o FlightSafety International Inc.
LaGuardia Airport
Flushing, NY 11371
New York
|
|
Fruit of the Loom Pension Trust
c/o Fruit of the Loom
1 Fruit of the Loom Drive
Bowling Green, KY 42102
Kentucky
|
|
|
GEICO Corporation Pension Plan Trust
c/o GEICO Corporation
1 Geico Plaza
Washington, DC 20076
Maryland
|
|
Johns Manville Corporation Master Pension Trust
c/o Johns Manville Corporation
717 17
th
Street
Denver, CO 80202
Colorado
|
Page
24
of 26 Pages
|
|
|
Justin Brands, Inc. Union Pension Plan & Justin Brands, Inc. Pension Plan & Trust
c/o Justin Brands, Inc.
610 West
Daggett
Fort Worth, TX 76104
Texas
|
|
Scott Fetzer Company Collective Investment Trust
c/o Scott Fetzer Companies
28800 Clemens Road
Westlake, OH 44145
Ohio
|
|
|
BNSF Master Retirement Trust
c/o BNSF Railway
2650 Lou Menk Drive
Fort Worth, TX 76131
Texas
|
|
Lubrizol Master Trust Pension
c/o The Lubrizol Corporation
29400 Lakeland
Blvd.
Wickliffe, Ohio 44092
Ohio
|
|
|
|
|
R. Ted Weschler
404 East
Main Street
Charlottesville, VA 22902
United States Citizen
|
|
(d)
|
Title of Class of Securities
|
Common Stock
25490A309
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:
Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.), Berkshire Hathaway Inc. and
GEICO Corporation are each a Parent Holding Company or Control Person, in accordance with § 240.13d-1(b)(1)(ii)(G).
National Indemnity Company, Government Employees Insurance Company and GEICO Indemnity Company are each an Insurance Company as defined
in section 3(a)(19) of the Act.
Acme Brick Company Pension Trust, The Buffalo News Office Pension Plan, The Buffalo News
Editorial Pension Plan, The Buffalo News Mechanical Pension Plan, The Buffalo News Drivers/Distributors Pension Plan, Dexter Pension Plan, FlightSafety International Inc. Retirement Income Plan, Fruit of the Loom Pension Trust, GEICO Corporation
Pension Plan Trust, Johns Manville Corporation Master Pension Trust, Justin Brands Inc. Union Pension Plan & Justin Brands Inc. Pension Plan & Trust, Scott Fetzer Company Collective Investment Trust, BNSF Master Retirement Trust
and the Lubrizol Master Trust Pension are each an Employee Benefit Plan in accordance with § 240.13d-1(b)(1)(ii)(F).
Item 4. Ownership
Provide the
following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
|
(a)
|
Amount beneficially Owned
|
See the Cover Pages for each of the Reporting Persons.
See the
Cover Pages for each of the Reporting Persons.
|
(c)
|
Number of shares as to which such person has:
|
|
(i)
|
sole power to vote or to direct the vote
|
|
(ii)
|
shared power to vote or to direct the vote
|
|
(iii)
|
sole power to dispose or to direct the disposition of
|
|
(iv)
|
shared power to dispose or to direct the disposition of
|
See the Cover Pages for each of the Reporting Persons
.
Item 5. Ownership of Five
Percent or Less of a Class.
Not Applicable.
Page
25
of 26 Pages
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or
Control Person.
See Exhibit A.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A
Item 9.
Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below I certify that, to the best
of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
Page
26
of 26 Pages
SIGNATURES
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.
Dated this 24
th
day of May, 2013
|
|
|
/s/ Warren E. Buffett
|
Warren E. Buffett
|
|
BERKSHIRE HATHAWAY INC.
|
|
|
By:
|
|
/s/ Warren E. Buffett
|
|
|
Warren E. Buffett
|
|
|
Chairman of the Board
|
|
NATIONAL INDEMNITY COMPANY, GEICO CORPORATION, GOVERNMENT EMPLOYEES INSURANCE COMPANY, GEICO INDEMNITY COMPANY, ACME BRICK COMPANY PENSION TRUST, THE BUFFALO NEWS OFFICE
PENSION PLAN, THE BUFFALO NEWS EDITORIAL PENSION PLAN, THE BUFFALO NEWS MECHANICAL PENSION PLAN, THE BUFFALO NEWS DRIVERS/DISTRIBUTORS PENSION PLAN, DEXTER PENSION PLAN, FLIGHTSAFETY INTERNATIONAL INC. RETIREMENT INCOME PLAN, FRUIT OF THE LOOM
PENSION TRUST, GEICO CORPORATION PENSION PLAN TRUST, JOHNS MANVILLE CORPORATION MASTER PENSION TRUST, JUSTIN BRANDS, INC., UNION PENSION PLAN & JUSTIN BRANDS, INC. PENSION & TRUST, SCOTT FETZER COMPANY COLLECTIVE INVESTMENT TRUST, BNSF
MASTER RETIREMENT TRUST AND LUBRIZOL MASTER TRUST PENSION
|
|
|
By:
|
|
/s/ Warren E. Buffett
|
|
|
Warren E. Buffett
Attorney-in-Fact
|
|
/s/ R. Ted Weschler
R. Ted Weschler
|
SCHEDULE 13G
EXHIBIT A
RELEVANT SUBSIDIARIES AND MEMBERS OF FILING GROUP
PARENT HOLDING COMPANIES OR CONTROL PERSONS:
Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.)
Berkshire Hathaway Inc.
GEICO Corporation
INSURANCE COMPANIES AS DEFINED IN SECTION 3(a)(19) OF THE ACT:
National Indemnity Company
Government Employees Insurance Company
GEICO Indemnity Company
EMPLOYEE BENEFIT PLANS IN ACCORDANCE WITH § 240.13d-1-(b)(1)(ii)(F)
Acme Brick Company Pension Trust
The Buffalo News Office Pension Plan
The Buffalo News Editorial Pension Plan
The Buffalo News Mechanical Pension Plan
The Buffalo News Drivers/Distributors
Pension Plan
Dexter Pension Plan
FlightSafety International Inc. Retirement Income Plan
Fruit of the Loom Pension
Trust
GEICO Corporation Pension Plan Trust
Johns Manville Corporation Master Pension Trust
Justin Brands Inc. Union Pension
Plan & Justin Brands Inc. Pension Plan & Trust
Scott Fetzer Company Collective Investment Trust
BNSF Master Retirement Trust
Lubrizol Master Trust Pension
OTHER MEMBER OF FILING GROUP
R. Ted Weschler
SCHEDULE 13G
EXHIBIT B
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)
The undersigned persons hereby agree that reports on Schedule 13G, and amendments thereto, with respect to the Common
Stock of DIRECTV may be filed in a single statement on behalf of each of such persons, and further, each of such persons designates Warren E. Buffett as its agent and Attorney-in-Fact for the purpose of executing any and all Schedule 13G filings
required to be made by it with the Securities and Exchange Commission.
|
|
|
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Warren E. Buffett
|
|
|
|
|
Warren E. Buffett
|
|
|
|
|
|
|
|
Berkshire Hathaway Inc.
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Warren E. Buffett
|
|
|
|
|
By:
|
|
Warren E. Buffett
|
|
|
|
|
Title:
|
|
Chairman of the Board
|
|
|
|
|
|
|
|
National Indemnity Company
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Marc D. Hamburg
|
|
|
|
|
By:
|
|
Marc D. Hamburg
|
|
|
|
|
Title:
|
|
Chairman of the Board
|
|
|
|
|
|
|
|
GEICO Corporation
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Michael H. Campbell
|
|
|
|
|
By:
|
|
Michael H. Campbell
|
|
|
|
|
Title:
|
|
Vice President
|
|
|
|
|
|
|
|
Government Employees Insurance Company
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Michael H. Campbell
|
|
|
|
|
By:
|
|
Michael H. Campbell
|
|
|
|
|
Title:
|
|
Senior Vice President
|
|
|
|
|
|
|
|
GEICO Indemnity Company
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Michael H. Campbell
|
|
|
|
|
By:
|
|
Michael H. Campbell
|
|
|
|
|
Title:
|
|
Senior Vice President
|
|
|
|
|
|
|
|
|
|
|
|
The Buffalo News Office Pension Plan
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Warren Colville
|
|
|
|
|
By:
|
|
Warren Colville
|
|
|
|
|
Title:
|
|
President and Chief Executive Officer, The Buffalo News
|
|
|
|
|
|
|
|
The Buffalo News Editorial Pension Plan
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Warren Colville
|
|
|
|
|
By:
|
|
Warren Colville
|
|
|
|
|
Title:
|
|
President and Chief Executive Officer, The Buffalo News
|
|
|
|
|
|
|
|
The Buffalo News Mechanical Pension Plan
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Warren Colville
|
|
|
|
|
By:
|
|
Warren Colville
|
|
|
|
|
Title:
|
|
President and Chief Executive Officer, The Buffalo News
|
|
|
|
|
|
|
|
The Buffalo News Drivers/Distributors Pension Plan
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Warren Colville
|
|
|
|
|
By:
|
|
Warren Colville
|
|
|
|
|
Title:
|
|
President and Chief Executive Officer, The Buffalo News
|
|
|
|
|
|
|
|
Dexter Pension Plan
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ James Issler
|
|
|
|
|
By:
|
|
James Issler
|
|
|
|
|
Title:
|
|
President, H.H. Brown Shoe Co.
|
|
|
|
|
|
|
|
FlightSafety International Inc. Retirement Income Plan
|
|
|
|
Dated: May 24, 2013
|
|
|
|
/S/ Bruce Whitman
|
|
|
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By:
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Bruce Whitman
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Title:
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President and Chief Executive Officer,
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FlightSafety International, Inc.
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Fruit of the Loom Pension Trust
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Dated: May 24, 2013
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/S/ Rick Medlin
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By:
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Rick Medlin
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Title:
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President and Chief Executive Officer, Fruit of the Loom
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GEICO Corporation Pension Plan Trust
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Dated: May 24, 2013
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/S/ Michael H. Campbell
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By:
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Michael H. Campbell
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Title:
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President and Chief Executive Officer, GEICO Corporation
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Johns Manville Corporation Master Pension Plan
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Dated: May 24, 2013
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/S/ Mary Rhinehart
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By:
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Mary Rhinehart
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Title:
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President and Chief Executive Officer
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Johns Manville Corporation
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Justin Brands, Inc. Union Pension Plan & Justin Brands, Inc.
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Pension Plan & Trust
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Dated: May 24, 2013
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/S/ Randy Watson
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By:
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Randy Watson
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Title:
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President and Chief Executive Officer, Justin Brands, Inc.
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Acme Brick Company Pension Trust
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Dated: May 24, 2013
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/S/ Dennis Knautz
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By:
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Dennis Knautz
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Title:
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President and Chief Executive Officer,
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Acme Building Brands
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Scott Fetzer Company Collective Investment Trust
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Dated: May 24, 2013
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/S/ Robert McBride
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By:
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Robert McBride
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Title:
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President and Chief Executive Officer,
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Scott Fetzer Companies
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BNSF Master Retirement Trust
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Dated: May 24, 2013
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/S/ Thomas N. Hund
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By:
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Thomas N. Hund
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Title:
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Executive Vice President, Burlington Northern
Santa Fe, LLC
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Lubrizol Master Trust Pension
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Dated: May 24, 2013
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/S/ Brian Valentine
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By:
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Brian Valentine
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Title:
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Vice President, The Lubrizol Corporation
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Dated: May 24, 2013
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/S/ R. Ted Weschler
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By:
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R. Ted Weschler
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