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Section 1: SC 13D/A (SC 13D/A)

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D/A

 

Under the Securities Exchange Act of 1934

(Amendment No. 4)*†

 

 

Prospect Capital Corporation

__________________________________________________________________________________

(Name of Issuer)

 

 

 

Common Stock, par value $ 0.001 per share

__________________________________________________________________________________

(Title of Class of Securities)

 

 

74348T102

__________________________________________________________________________________

(CUSIP Number)

 

John F. Barry III

10 East 40th Street, 44th Floor

New York, NY 10016

212-448-1858

__________________________________________________________________________________

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

 

 

July 2, 2018

__________________________________________________________________________________

(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. o

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule.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).

 

† This Schedule 13D/A constitutes Amendment No.2 to the Schedule 13D filed on behalf of the John and Daria Barry Foundation and Amendment No. 4 to the Schedule 13D of John F. Barry III originally filed with the SEC on February 29, 2016, as amended by Amendment No. 1 filed with the SEC on November 21, 2017, Amendment No. 2 filed with the SEC on November 28, 2017 and Amendment No. 3 filed with the SEC on December 28, 2017.

 

 

 

 

 

 


 

 

CUSIP No. 74348T102
1.  Names of Reporting Persons.
 John F. Barry III
 
2.  Check the Appropriate Box if a Member of a Group
(a) ☐
(b) ☐
 
3.  SEC Use Only
4.  Source of Funds
        BK, PF
5.  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)           ☐
 
6.  Citizenship or Place of Organization
        United States of America

   Number of Shares

   Beneficially

   Owned by

   Each Reporting

   Person With:

7.  Sole Voting Power

56,428,863

 

 

8.  Shared Voting Power
160,805.02

 

 

9.  Sole Dispositive Power
56,428,863

 

 

10.  Shared Dispositive Power
160,805.02

 

 

11.  Aggregate Amount Beneficially Owned by Each Reporting Person
        56,589,667.72
12.  Check if the Aggregate Amount in Row (11) Excludes Certain Shares           ☐
 
13.  Percent of Class Represented by Amount in Row (11)
        15.58%
14.  Type of Reporting Person
        IN

 

 

 

CUSIP No. 74348T102
1.  Names of Reporting Persons.
 John and Daria Barry Foundation
 
2.  Check the Appropriate Box if a Member of a Group
(a) ☐
(b) ☐
 
3.  SEC Use Only
4.  Source of Funds
        OO
5.  Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)           ☐
 
6.  Citizenship or Place of Organization
    United States of America

   Number of Shares

   Beneficially

   Owned by

   Each Reporting

   Person With:

7.  Sole Voting Power
      20,771,099.69

 

 

8.  Shared Voting Power
       0

 

 

9.  Sole Dispositive Power
     20,771,00.69

 

 

10.  Shared Dispositive Power
       0

 

 

11.  Aggregate Amount Beneficially Owned by Each Reporting Person
         20,771,00.69
12.  Check if the Aggregate Amount in Row (11) Excludes Certain Shares           ☐
 
13.  Percent of Class Represented by Amount in Row (11)
        5.72%
14.  Type of Reporting Person
        OO

 

 

 

This Schedule 13D/A constitutes Amendment No. 2 to the Schedule 13D on behalf of the John and Daria Barry Foundation (the “Foundation”) and Amendment No. 4 to the Schedule 13D of John F. Barry III originally filed with the SEC on February 29, 2016 (the “Original Schedule 13D”), as amended by Amendment No. 1 filed with the SEC on November 21, 2017 (“Amendment No. 1”), Amendment No. 2 filed with the SEC on November 28, 2017 (“Amendment No. 2”) and Amendment No. 3 filed with the SEC on December 28, 2017 (“Amendment No. 3”). Except as expressly set forth herein, there have been no changes in the information set forth in the Original Schedule 13D, Amendment No. 1, Amendment No. 2 or Amendment No. 3, and such prior disclosure, as so amended, is incorporated into this Amendment No. 2 to the Schedule 13D on behalf of the Foundation and Amendment No. 4 to the Schedule 13D of John F. Barry III.

 

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

 

Item 3 is amended by adding the following:

 

From April 30, 2018 to June 29, 2018, 356,843.05 Shares were acquired by the Foundation using cash on hand. From April 30, 2018 to June 29, 2018, 608,600.99 Shares were acquired by Mr. Barry using personal funds. From April 30, 2018 to June 29, 2018, 6,696.26 Shares were acquired through an IRA account controlled by John F. Barry III IRA.

 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER

 

Item 5 is amended and restated as follows:

 

(a)-(b) The information set forth in rows 7 through 13 of the cover page to this Schedule 13D is incorporated by reference. The percentage set forth in row 13 is based on 363,265,564 outstanding Shares as of March 31, 2018, as reported in the Issuer’s Form 10-Q filed on May 9, 2018. Mr. Barry has sole voting and dispositive power over the 56,589,667.72 Shares held by him directly and through the Foundation as of June 29, 2018. Mr. Barry has shared voting and dispositive power over the 160,805.02 shares acquired through the Daria Barry IRA.

 

(c) The following table sets forth all other transactions with respect to Shares effected during the past sixty days by Mr. Barry and the Foundation. Except as otherwise noted below, all such transactions were purchases of Shares effected in the open market, and the table includes commissions paid in per share prices.

 

 

 

 

Date of
Transaction
Purchaser Amount of
Securities
Weighted
Average Price
per Share
Type
06/29/2018 John F. Barry III 148,986.810 $6.86 Dividend
06/29/2018 John F. Barry III 2,860.561 $6.86 Dividend
06/29/2018 John F. Barry III 11,375.361 $6.86 Dividend
06/29/2018 John F. Barry III 80,238.509 $6.86 Dividend
06/29/2018 Foundation 178,292.701 $6.86 Dividend
06/29/2018 John F. Barry III 7,514.781 $6.86 Dividend
06/29/2018 John F. Barry III 50,226.537 $6.86 Dividend
06/29/2018 John F. Barry III 1,529.942 $6.83 Dividend
06/29/2018 John F. Barry III 1,380.340 $6.83 Dividend
06/29/2018 John F. Barry III IRA 3,338.903 $6.49 Dividend
06/29/2018 John F. Barry III 3.956 $6.49 Dividend
05/30/2018 John F. Barry III 149,202.109 $6.86 Dividend
05/30/2018 John F. Barry III 2,864.695 $6.86 Dividend
05/30/2018 John F. Barry III 11,391.799 $6.86 Dividend
05/30/2018 John F. Barry III 80,354.461 $6.86 Dividend
05/30/2018 Foundation 178,550.350 $6.86 Dividend
05/30/2018 John F. Barry III 7,525.640 $6.83 Dividend
05/30/2018 John F. Barry III 50,299.118 $6.83 Dividend
05/30/2018 John F. Barry III 1,538.399 $6.83 Dividend
05/30/2018 John F. Barry III 1,307.971 $6.83 Dividend
05/30/2018 John F. Barry III IRA 3,357.362 $6.83 Dividend

 

(d) Not applicable.

 

(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.

 

Dated:  July 2, 2018    
     
By:  /s/ John F. Barry III    
Name:  John F. Barry III    
     

 

JOHN AND DARIA BARRY FOUNDATION

 

 

By:  /s/ John F. Barry III    
Name:  John F. Barry III    
Title:  Trustee    

 

 

 

 

 

 

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