1
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NAME OF REPORTING PERSON
COPPERSMITH CAPITAL MANAGEMENT, LLC
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||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
AF, WC
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||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
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¨
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6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
1,630,800
|
|
8
|
SHARED VOTING POWER
- 0 -
|
||
9
|
SOLE DISPOSITIVE POWER
1,630,800
|
||
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,630,800
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
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14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAME OF REPORTING PERSON
JEROME J. LANDE
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
AF
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
- 0 -
|
|
8
|
SHARED VOTING POWER
1,630,800
|
||
9
|
SOLE DISPOSITIVE POWER
- 0 -
|
||
10
|
SHARED DISPOSITIVE POWER
1,630,800
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,630,800
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
1
|
NAME OF REPORTING PERSON
CRAIG ROSENBLUM
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||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
AF
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
- 0 -
|
|
8
|
SHARED VOTING POWER
1,630,800
|
||
9
|
SOLE DISPOSITIVE POWER
- 0 -
|
||
10
|
SHARED DISPOSITIVE POWER
1,630,800
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,630,800
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
|
||
14
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TYPE OF REPORTING PERSON
IN
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Item 1.
|
Security and Issuer.
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Item 2.
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Identity and Background.
|
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(i)
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Coppersmith Capital Management, LLC, a Delaware limited liability company (“Coppersmith Capital”), as the Investment Adviser to a number of investment funds or managed accounts (collectively, the “Coppersmith Accounts”);
|
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(ii)
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Jerome J. Lande, as a Managing Member of Coppersmith Capital;
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(iii)
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Craig Rosenblum, as a Member of Coppersmith Capital.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 4.
|
Purpose of Transaction.
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Item 5.
|
Interest in Securities of the Issuer.
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A.
|
Coppersmith Capital
|
|
(a)
|
Coppersmith Capital, as the Investment Manager of the Coppersmith Accounts, may be deemed the beneficial owner of the 1,630,800 Shares held in the Coppersmith Accounts.
|
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(b)
|
1. Sole power to vote or direct vote: 1,630,800
|
|
2. Shared power to vote or direct vote: 0
|
|
3. Sole power to dispose or direct the disposition: 1,630,800
|
|
4. Shared power to dispose or direct the disposition: 0
|
|
(c)
|
The transactions in the Shares by Coppersmith Capital with respect to the Shares held in the Coppersmith Accounts during the past sixty days are set forth in Schedule A and are incorporated herein by reference. All of such transactions were effected in the open market.
|
B.
|
Mr. Lande
|
|
(a)
|
Mr. Lande, as a Managing Member of Coppersmith Capital, may be deemed the beneficial owner of the 1,630,800 Shares beneficially owned by Coppersmith Capital.
|
|
(b)
|
1. Sole power to vote or direct vote: 0
|
|
2. Shared power to vote or direct vote: 1,630,800
|
|
3. Sole power to dispose or direct the disposition: 0
|
|
4. Shared power to dispose or direct the disposition: 1,630,800
|
|
(c)
|
Mr. Lande has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Coppersmith Capital with respect to the Shares held in the Coppersmith Accounts during the past sixty days are set forth in Schedule A and are incorporated herein by reference. All of such transactions were effected in the open market.
|
C.
|
Mr. Rosenblum
|
|
(a)
|
Mr. Rosenblum, as a Member of Coppersmith Capital, may be deemed the beneficial owner of the 1,630,800 Shares beneficially owned by Coppersmith Capital.
|
|
(b)
|
1. Sole power to vote or direct vote: 0
|
|
2. Shared power to vote or direct vote: 1,630,800
|
|
3. Sole power to dispose or direct the disposition: 0
|
|
4. Shared power to dispose or direct the disposition: 1,630,800
|
|
(c)
|
Mr. Rosenblum has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Coppersmith Capital with respect to the Shares held in the Coppersmith Accounts during the past sixty days are set forth in Schedule A and are incorporated herein by reference. All of such transactions were effected in the open market.
|
|
(d)
|
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
|
|
(e)
|
Not applicable.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
|
99.1
|
Joint Filing Agreement by and among Coppersmith Capital Management, LLC, Jerome J. Lande and Craig Rosenblum, dated February 6, 2014.
|
COPPERSMITH CAPITAL MANAGEMENT, LLC
|
|||
By:
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/s/ Jerome J. Lande
|
||
Name:
|
Jerome J. Lande
|
||
Title:
|
Managing Member
|
/s/ Jerome J. Lande
|
|
JEROME J. LANDE
|
/s/ Craig Rosenblum
|
|
CRAIG ROSENBLUM
|
Shares of Common Stock
Purchased
|
Price Per
Share($)
|
Date of
Transaction
|
104,000
|
42.13
|
12/30/2013
|
130,000
|
42.51
|
12/31/2013
|
41,000
|
42.46
|
01/02/2014
|
286,000
|
42.52
|
01/03/2014
|
12,000
|
42.48
|
01/06/2014
|
8,200
|
43.49
|
01/13/2014
|
43,400
|
43.73
|
01/16/2014
|
81,200
|
43.49
|
01/17/2014
|
55,400
|
43.48
|
01/21/2014
|
320,000
|
43.37
|
01/22/2014
|
134,000
|
43.22
|
01/23/2014
|
150,000
|
42.63
|
01/24/2014
|
82,800
|
42.59
|
01/27/2014
|
100,000
|
42.13
|
01/28/2014
|
25,000
|
41.76
|
01/29/2014
|
20,300
|
41.44
|
01/31/2014
|
30,000
|
41.84
|
02/03/2014
|
7,500
|
41.47
|
02/04/2014
|