VERU INC. — Major Shareholding Notification 2014

Mar 6, 2014

SC 13G/A 1 v370709_sc13ga.htm SC 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Female Health Company

---

(Name of Issuer)

Common Stock, $.01 par value

---

(Title of Class of Securities)

314462102

---

(CUSIP Number)

December 31, 2013

---

(Date of Event Which Requires Filing of this Statement)

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

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

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CUSIP No. 314462102 13G/A

1.	NAMES OF REPORTING PERSONS Duke University I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 56-0532129
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH | SOLE VOTING POWER 801,384 |
| --- | --- |
| 6. | SHARED VOTING POWER 947,073 |
| 7. | SOLE DISPOSITIVE POWER 801,384 |
| 8. | SHARED DISPOSITIVE POWER 947,073 |

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,748,457
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.1%
12.	TYPE OF REPORTING PERSON OO

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CUSIP No. 314462102 13G/A

1.	NAMES OF REPORTING PERSONS The Duke Endowment I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 56-0529965
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH | SOLE VOTING POWER 476,298 |
| --- | --- |
| 6. | SHARED VOTING POWER 0 |
| 7. | SOLE DISPOSITIVE POWER 476,298 |
| 8. | SHARED DISPOSITIVE POWER 0 |

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 476,298
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.7%
12.	TYPE OF REPORTING PERSON OO

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CUSIP No. 314462102 13G/A

1.	NAMES OF REPORTING PERSONS Employees’ Retirement Plan of Duke University I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 58-2255087
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH | SOLE VOTING POWER 220,008 |
| --- | --- |
| 6. | SHARED VOTING POWER 0 |
| 7. | SOLE DISPOSITIVE POWER 220,008 |
| 8. | SHARED DISPOSITIVE POWER 0 |

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 220,008
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.8%
12.	TYPE OF REPORTING PERSON EP

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CUSIP No. 314462102 13G/A

1.	NAMES OF REPORTING PERSONS Duke University Health System, Inc. I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 56-2070036
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH | SOLE VOTING POWER 250,767 |
| --- | --- |
| 6. | SHARED VOTING POWER 0 |
| 7. | SOLE DISPOSITIVE POWER 250,767 |
| 8. | SHARED DISPOSITIVE POWER 0 |

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 250,767
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES x
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.9%
12.	TYPE OF REPORTING PERSON OO

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CUSIP No. 314462102 13G/A

1.	NAMES OF REPORTING PERSONS DUMAC, Inc I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 90-0754895
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina

| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING PERSON WITH | SOLE VOTING POWER 0 |
| --- | --- |
| 6. | SHARED VOTING POWER 1,748,457 |
| 7. | SOLE DISPOSITIVE POWER 0 |
| 8. | SHARED DISPOSITIVE POWER 1,748,457 |

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,748,457
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES ¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.1%
12.	TYPE OF REPORTING PERSON IA

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DUMAC, Inc. (“DUMAC”), Duke University, The Duke Endowment, Duke University Health System, Inc. and the Employees’ Retirement Plan of Duke University (collectively, the “Reporting Persons”) are filing this Statement of Beneficial Ownership on Schedule 13G/A to report the shares of Common Stock, par value $.01 per share (the “Common Stock”) of Female Health Company, a Wisconsin corporation (“FHC”) over which they could acquire beneficial ownership if they were to terminate their investment management agreement with Bares Capital Management, Inc.

DUMAC is a North Carolina non-profit corporation. DUMAC manages the investment of endowment and other assets of Duke University, the Employees’ Retirement Plan of Duke University, Duke University Health System, Inc. and the Duke Endowment. DUMAC does not hold legal title to its clients’ assets. The members of the board of directors of DUMAC are appointed by the executive committee of the board of trustees of Duke University.

Item 1(a).	Name of Issuer:
	Female Health Company
Item 1(b).	Address of Issuer’s Principal Executive Offices:
	515 N. State Street, Suite 2225
	Chicago, IL 60610
Item 2(b).	Name of Person Filing:
	Duke University
	The Duke Endowment
	Employees’ Retirement Plan of Duke University
	Duke University Health System, Inc.
	DUMAC, Inc.
Item 2(b).	Address of Principal Business Office:
	Duke University
	c/o DUMAC, Inc.
	280 S Mangum St., Suite 210
	Durham, NC 27701
	The Duke Endowment
	c/o DUMAC, Inc.
	280 S Mangum St., Suite 210
	Durham, NC 27701
	Employees’ Retirement Plan of Duke University
	c/o DUMAC, Inc.
	280 S Mangum St., Suite 210
	Durham, NC 27701
	Duke University Health System, Inc.
	c/o DUMAC, Inc.
	280 S Mangum St., Suite 210
	Durham, NC 27701

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	DUMAC, Inc.
	280 S Mangum St., Suite 210
	Durham, NC 27701
Item 2(c).	Citizenship:
	Duke University
	North Carolina
	The Duke Endowment
	North Carolina
	Employees’ Retirement Plan of Duke University
	North Carolina
	Duke University Health System, Inc.
	North Carolina
	DUMAC, Inc.
	North Carolina

Item 2(d).	Title of Class of Securities
	Common Stock, $.01 par value
Item 2(e).	CUSIP Number:
	314462102

Item 3. If this statement is filed pursuant to rule 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)	£	Broker or dealer registered under Section 15 of the Act.
(b)	£	Bank as defined in Section 3(a)(6) of the Act.
(c)	£	Insurance company as defined in Section 3(a)(19) of the Act.
(d)	£	Investment company registered under Section 8 of the Investment Company Act of 1940.
(e)	£	An investment adviser in accordance with 240.13d-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).

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(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 of 1940.
(j)	£	Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).

Item 4. Ownership

As of the date of this filing, Duke University beneficially owns 1,748,457 shares of Common Stock of FHC, which constitutes approximately 6.1% of FHC’s outstanding Common Stock as reported in its Annual Report on Form 10-K for the fiscal year ended September 30, 2013 filed on December 3, 2013. Of the above 1,748,457 shares of Common Stock, Duke University has sole voting and dispositive power over 801,384 shares of Common Stock and shared dispositive power over 947,073 shares of Common Stock.

The Duke Endowment beneficially owns, and has sole voting and dispositive power over, 476,298 shares of Common Stock of FHC, which constitutes approximately 1.7% of FHC’s outstanding Common Stock. The Employees’ Retirement Plan of Duke University beneficially owns, and has sole voting and dispositive power over, 220,008 shares of Common Stock of FHC, which constitutes approximately 0.8% of FHC’s outstanding Common Stock. Duke University Health System, Inc. beneficially owns, and has sole voting and dispositive power over, 250,767 shares of Common Stock of FHC, which constitutes approximately 0.9% of FHC’s outstanding Common Stock. None of The Duke Endowment, Employees’ Retirement Plan of Duke University or Duke University Health System, Inc. has shared voting and dispositive power over any shares of Common Stock of FHC.

This Schedule 13G/A has been filed for informational purposes to reflect that DUMAC makes investment decisions for each of Duke University, The Duke Endowment, Duke University Health System, Inc., and the Employees’ Retirement Plan of Duke University. Beneficial ownership of FHC’s shares beneficially owned by Duke University, the Employees’ Retirement Plan of Duke University, Duke University Health System, Inc., the Duke Endowment is also reflected in Schedule 13G/A, as amended, filed by Bares Capital Management, Inc. The Reporting Persons disclaim beneficial ownership over the shares of Common Stock reported above.

Item 5. Ownership of Five Percent or Less of 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 £ .

Item 6. Ownership of More Than 5 Percent on Behalf of Another Person

Not applicable.

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Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

Not Applicable.

Item 8. Identification and Classification of Members of the Group

Not Applicable.

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 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.

Exhibits Exhibit 99-1

Joint Filing Agreement, dated March 6, 2014, by and among DUMAC, The Duke Endowment, Employees’ Retirement Plan of Duke University, Duke University Health System, Inc. and Duke University.

[Signature Page Follows]

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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: March 6, 2014
Duke University
By:	/s/ Robert E. McGrail
	Name: Robert E. McGrail
	Title: Secretary
	DUMAC, Inc.
The Duke Endowment
By:	/s/ Robert E. McGrail
	Name: Robert E. McGrail
	Title: Secretary
	DUMAC, Inc.
Employees’ Retirement Plan of Duke University
By:	/s/ Robert E. McGrail
	Name: Robert E. McGrail
	Title: Secretary
	DUMAC, Inc.
Duke University Health System, Inc.
By:	/s/ Robert E. McGrail
	Name: Robert E. McGrail
	Title: Secretary
	DUMAC, Inc.
DUMAC, Inc.
By:	/s/ Robert E. McGrail
	Name: Robert E. McGrail
	Title: Secretary
	DUMAC, Inc.

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