Ferroglobe PLC — Major Shareholding Notification 2017

Feb 14, 2017

SC 13G/A 1 v458405_sc13ga.htm SC 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G*

(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

(Amendment No. 1)*

Ferroglobe PLC

Field: Rule-Page

Field: /Rule-Page

(Name of Issuer)

Ordinary Shares, $7.50 nominal value

Field: Rule-Page

Field: /Rule-Page

(Title of Class of Securities)

G33856108

Field: Rule-Page

Field: /Rule-Page

(CUSIP Number)

December 31, 2016

Field: Rule-Page

Field: /Rule-Page

(Date of Event Which Requires Filing of the Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

*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 the 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 ).

Field: Page; Sequence: 1

Page 1 of 5

Field: /Page

Cusip No. G33856108 13G Page 2 of 5 Pages

1.	NAME OF REPORTING PERSONS Alan Kestenbaum
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) Not Applicable (a) ¨ (b) ¨
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 6,502,363
	6.	SHARED VOTING POWER
	7.	SOLE DISPOSITIVE POWER 6,502,363
	8.	SHARED DISPOSITIVE POWER
9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 6,502,363
10.	CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.78%
12.	TYPE OF REPORTING PERSON (See Instructions) IN

Field: Page; Sequence: 2

Page 2 of 5

Field: /Page

Cusip No. G33856108 13G Page 3 of 5 Pages

| Item
1(a). | Name of
Issuer: Ferroglobe PLC |
| --- | --- |
| Item
1(b). | Address
of Issuer’s Principal Executive Offices: |
| | 2nd
Floor West Wing, Lansdowne House |
| | 57
Berkeley Square |
| | London,
W1J 6ER |
| Item
2(a). | Name
of Person Filing: Alan Kestenbaum |
| Item
2(b). | Address
of Principal Business Office or, if none, Residence: |
| | 600
Brickell Avenue, 16th Floor, Miami, Florida 33131 |
| Item
2(c). | Citizenship: United
States |
| Item
2(d). | Title
of Class of Securities: Ordinary Shares, $7.50 nominal value |
| Item
2(e). | CUSIP
Number: G33856108 |
| Item
3. | If
this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |

(a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C 78o);

(b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C 78c);

(c) ¨ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C 78c);

(d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f) ¨ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

(g) ¨ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);

(j) ¨ A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

(k) ¨ Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: _____

Field: Page; Sequence: 3

Page 3 of 5

Field: /Page

Cusip No. G33856108 13G Page 4 of 5 Pages

Item 4. Ownership:

Provide the following information regarding the aggregate number and percentage of class of securities of the issuer identified in Item 1.

(a) Amount beneficially owned: 6,502,363

(b) Percent of Class: 3.78%

(c) Number of shares as to which such person has:

(i) sole power to vote or to direct the vote:

6,502,363

(ii) shared power to vote or to direct the vote:

0

(iii) sole power to dispose or to direct the disposition of:

6,502,363

(iv) shared power to dispose or to direct the disposition of:

0

Item 5. Ownership of Five Percent or Less of a Class:

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following x .

Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A

Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person: N/A

Item 8. Identification and Classification of Members of the Group: N/A

Item 9. Notice of Dissolution of Group: N/A

Item 10. Certifications: N/A

Field: Page; Sequence: 4

Page 4 of 5

Field: /Page

Cusip No. G33856108 13G Page 5 of 5 Pages

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, I certify (the undersigned certifies) that the information set forth in this statement is true, complete and correct.

February 14, 2017
(Date)
/s/ Alan Kestenbaum
(Signature)
Alan Kestenbaum
Name and Title

Field: Page; Sequence: 5; Options: Last

Page 5 of 5

Field: /Page