UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
DEERE & COMPANY
(Name of Issuer)
Common Stock, $1.00 par value
(Title of Class of Securities)
244199105
(CUSIP Number)
Steven Snyder, Esq.
2365 Carillon Point
Kirkland, WA 98033
425-889-7900
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 20, 2016
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person’s 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.
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).
CUSIP No. 244199105
|
1 |
Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) | |||
|
2 |
Check the Appropriate Box if a Member of a Group (See Instructions) |
| ||
|
|
(a) o |
| ||
|
|
(b) o |
| ||
|
3 |
SEC Use Only | |||
|
4 |
Source of Funds (See Instructions) | |||
|
5 |
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
| ||
|
6 |
Citizenship or Place of Organization | |||
|
Number of |
7 |
Sole Voting Power | ||
|
8 |
Shared Voting Power -0- | |||
|
9 |
Sole Dispositive Power | |||
|
10 |
Shared Dispositive Power -0- | |||
|
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||
|
12 |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o |
| ||
|
13 |
Percent of Class Represented by Amount in Row (11) | |||
|
14 |
Type of Reporting Person (See Instructions) | |||
(1) All shares of the common stock, $1.00 par value per share (the “Common Stock”), of Deere & Company (the “Issuer”) held by Cascade Investment, L.L.C. (“Cascade”) may be deemed to be beneficially owned by William H. Gates III as the sole member of Cascade.
(2) Based on 316,872,632 shares of Common Stock outstanding as of November 30, 2016, as reported on the Issuer’s Form 10-K filed on December 19, 2016.
CUSIP No. 244199105
|
1 |
Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) | |||
|
2 |
Check the Appropriate Box if a Member of a Group (See Instructions) |
| ||
|
|
(a) o |
| ||
|
|
(b) o |
| ||
|
3 |
SEC Use Only | |||
|
4 |
Source of Funds (See Instructions) | |||
|
5 |
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
| ||
|
6 |
Citizenship or Place of Organization | |||
|
Number of |
7 |
Sole Voting Power 31,423,573 (1) | ||
|
8 |
Shared Voting Power -0- | |||
|
9 |
Sole Dispositive Power | |||
|
10 |
Shared Dispositive Power -0- | |||
|
11 |
Aggregate Amount Beneficially Owned by Each Reporting Person 31,423,573 (1) | |||
|
12 |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o |
| ||
|
13 |
Percent of Class Represented by Amount in Row (11) | |||
|
14 |
Type of Reporting Person (See Instructions) IN | |||
(1) All shares of the common stock, $1.00 par value per share (the “Common Stock”), of Deere & Company (the “Issuer”) held by Cascade Investment, L.L.C. (“Cascade”) may be deemed to be beneficially owned by William H. Gates III as the sole member of Cascade.
(2) Based on 316,872,632 shares of Common Stock outstanding as of November 30, 2016, as reported on the Issuer’s Form 10-K filed on December 19, 2016.
EXPLANATORY STATEMENT
This Amendment No. 4 to Schedule 13D (“Amendment”) relates to the Common Stock, $1.00 par value per share (the “Common Stock”), of Deere & Company (the “Issuer”). Cascade Investment, L.L.C. (“Cascade”) and William H. Gates III (collectively, the “Reporting Persons”) are jointly filing this Amendment to amend and supplement the Items set forth below of the Reporting Persons’ Schedule 13D previously filed with the Securities and Exchange Commission on August 23, 2011; as amended December 11, 2012; December 18, 2013; and June 1, 2015.
Item 4. Purpose of Transaction
Effective on December 20, 2016, the board of directors of the Issuer elected Alan Heuberger as a director. Mr. Heuberger is a senior investment manager for William H. Gates III. Mr. Heuberger has no investment or voting power over the Common Stock beneficially owned by Cascade and Mr. Gates.
Item 5. Interest in Securities of the Issuer
(a) See items 11 and 13 of the cover pages to this Schedule 13D for the aggregate number of shares and percentage of Common Stock beneficially owned by each of the Reporting Persons.
(b) See items 7 through 10 of the cover pages to this Schedule 13D for the number of shares of Common Stock beneficially owned by each of the Reporting Persons as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote and sole or shared power to dispose or to direct the disposition.
(c) None.
(d) None.
(e) Not applicable.
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: December 20, 2016 |
CASCADE INVESTMENT, L.L.C.(1) | |||||
|
|
|
|
|
| ||
|
|
By: |
* |
| |||
|
|
|
Name: |
Alan Heuberger(2) | |||
|
|
|
Title: |
Attorney-in-fact for Michael Larson, | |||
|
|
|
|
Business Manager | |||
|
|
|
|
|
| ||
|
|
WILLIAM H. GATES III(1) | |||||
|
|
|
|
|
| ||
|
|
By: |
* |
| |||
|
|
|
Name: |
Alan Heuberger(2)(3) | |||
|
|
|
Title: |
Attorney-in-fact | |||
|
|
|
|
|
| ||
|
|
|
|
|
| ||
|
|
|
*By: |
/s/ Alan Heuberger |
| ||
|
|
|
|
Alan Heuberger |
| ||
|
|
|
|
|
| ||
(1)This Amendment is being filed jointly by the Reporting Persons pursuant to the Joint Filing Agreement dated August 23, 2011 and included with the signature page to the Reporting Persons’ Schedule 13D filed with respect to the Issuer on August 23, 2011, SEC File No. 005-31096 and incorporated by reference herein.
(2)Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated October 11, 2013, by and on behalf of Michael Larson, filed as Exhibit 99.1 to Amendment No. 9 to Cascade’s Schedule 13D with respect to Western Asset/Claymore Inflation-Linked Opportunities & Income Fund on December 11, 2013, SEC File No. 005-81261, and incorporated by reference herein.
(3) Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of William H. Gates III, filed as Exhibit 99.2 to Amendment No. 1 to Cascade’s Schedule 13D with respect to Otter Tail Corporation on April 15, 2009, SEC File No. 005-06638 and incorporated by reference herein.