0001104659-10-036978.txt : 20100702 0001104659-10-036978.hdr.sgml : 20100702 20100702171655 ACCESSION NUMBER: 0001104659-10-036978 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20100702 DATE AS OF CHANGE: 20100702 GROUP MEMBERS: MELINDA FRENCH GATES GROUP MEMBERS: WILLIAM H. GATES III SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BERKSHIRE HATHAWAY INC CENTRAL INDEX KEY: 0001067983 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 470813844 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-55113 FILM NUMBER: 10936961 BUSINESS ADDRESS: STREET 1: 1440 KIEWIT PLZ CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 4023461400 MAIL ADDRESS: STREET 1: 1440 KIEWIT PLAZA CITY: OMAHA STATE: NE ZIP: 68131 FORMER COMPANY: FORMER CONFORMED NAME: NBH INC DATE OF NAME CHANGE: 19980810 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BILL & MELINDA GATES FOUNDATION TRUST CENTRAL INDEX KEY: 0001166559 IRS NUMBER: 911663695 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 BUSINESS PHONE: 4258897900 MAIL ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 FORMER COMPANY: FORMER CONFORMED NAME: GATES BILL & MELINDA FOUNDATION DATE OF NAME CHANGE: 20020205 SC 13D/A 1 a10-13577_1sc13da.htm SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)*

Berkshire Hathaway Inc.

(Name of Issuer)

Class B common stock, $0.0033 Par Value

(Title of Class of Securities)

084670702

(CUSIP Number)

Matthew S. Topham, Esq.
K&L Gates LLP
925 Fourth Avenue, Suite 2900

Seattle, Washington 98104

(206) 623-7580

Laurie Smiley, Esq.

Arian Colachis, Esq.

2365 Carillon Point

Kirkland, WA 98033

(425) 889-7900

(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications)

July 1, 2010

(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 §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. 084670702

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Bill & Melinda Gates Foundation Trust
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			ý
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
	6.	Citizenship or Place of Organization State of Washington
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-
			8.	Shared Voting Power 94,320,055(1)
			9.	Sole Dispositive Power -0-
			10.	Shared Dispositive Power 94,320,055(1)
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 94,320,055(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) 9.7%
	14.	Type of Reporting Person (See Instructions) OO

(1) For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all Class B common stock beneficially owned by Bill & Melinda Gates Foundation Trust (the “Trust”) may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates, as Co-Trustees of the Trust.

CUSIP No. 084670702
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) William H. Gates III
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			ý
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) WC
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
	6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 6,525,000(1)
			8.	Shared Voting Power 94,320,055(2)
			9.	Sole Dispositive Power 6,525,000(1)
			10.	Shared Dispositive Power 94,320,055(2)
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 100,845,055(1) (2)
	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) 10.3%
	14.	Type of Reporting Person (See Instructions) IN

(1)William H. Gates III beneficially owns 300 shares of Berkshire Hathaway Inc. (the “Issuer”) Class A common stock (“Class A Shares”) directly and an additional 4,050 Class A Shares through Cascade Investment, L.L.C. (“Cascade”), a limited liability company solely owned by Mr. Gates. Each Class A Share is convertible, at the option of the holder, into fifteen hundred shares of the Issuer’s Class B common stock (“Class B Shares”). The number of Class B Shares shown above assumes the conversion of the 300 Class A Shares held directly by Mr. Gates into 450,000 Class B Shares and the conversion of the 4,050 Class A Shares held by Cascade into 6,075,000 Class B Shares.

(2)Bill & Melinda Gates Foundation Trust (the “Trust”) beneficially owns 94,320,055 shares of the Issuer’s Class B common stock (“Class B Shares”). For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all Class B Shares beneficially owned by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates, as Co-Trustees of the Trust.

CUSIP No. 084670702
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Melinda French Gates
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			ý
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
	6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power -0-
			8.	Shared Voting Power 94,320,055(1)
			9.	Sole Dispositive Power -0-
			10.	Shared Dispositive Power 94,320,055 (1)
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 94,320,055(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) 9.7%
	14.	Type of Reporting Person (See Instructions) IN

(1)Bill & Melinda Gates Foundation Trust (the “Trust”) beneficially owns 94,320,055 shares of Berkshire Hathaway Inc. Class B common stock (“Class B Shares”). For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all Class B Shares beneficially owned by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates, as Co-Trustees of the Trust.

EXPLANATORY STATEMENT

This Amendment No. 8 to Schedule 13D (“Amendment”) relates to the Class B common stock, $0.0033 Par Value (“Class B Shares”) of Berkshire Hathaway Inc. (the “Issuer”). This Amendment is being filed jointly by Bill & Melinda Gates Foundation Trust (the “Trust”), William H. Gates III and Melinda French Gates (collectively, the “Reporting Persons”) 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 24, 2006, as amended on July 17, 2007, March 20, 2008, July 3, 2008, March 6, 2009, July 2, 2009, March 2, 2010 and March 19, 2010. Neither the present filing nor anything contained herein shall be construed as an admission that the Reporting Persons constitute a “group” for any purpose and the Reporting Persons expressly disclaim membership in a group.

Item 3.	Source and Amount of Funds or Other Consideration
On July 1, 2010, the Trust acquired 20,362,655 Class B Shares as a gift from Warren E. Buffett. 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 and percentage of Class B Shares 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 Class B Shares 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) On July 1, 2010, the Trust acquired 20,362,655 Class B Shares as a gift from Warren E. Buffett. The closing price per share of the Class B shares on July 1, 2010 was $78.81. During the past sixty days, the Trust sold 1,692,808 Class B Shares, as set forth in Exhibit 99.1 hereto, pursuant to the Trust’s Rule 10b5-1(c)(1) sales plan. The sales were made to facilitate compliance with federal excise tax rules limiting excess business holdings by private foundations.
(d) None.
(e) Not applicable.

Item 7.

Material to be Filed as Exhibits

Exhibit 99.1

Sale transactions during the past sixty days

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: July 2, 2010		BILL & MELINDA GATES FOUNDATION TRUST(1)

		By:	*
			Name:	Alan Heuberger (2)
			Title:	Attorney-in-fact for each of the Co- Trustees, William H. Gates III and Melinda French Gates

		WILLIAM H. GATES III(1)

		By:	*
			Name:	Alan Heuberger(2)(3)
			Title:	Attorney-in-fact


		MELINDA FRENCH GATES(1)

		By:	*
			Name:	Alan Heuberger (2)
			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 24, 2006 and included with the signature page to the Reporting Persons’ Schedule 13D with respect to the Issuer filed on August 24, 2006, SEC File No. 005-55113, and incorporated by reference herein.

(2)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 and Melinda French Gates as Co-Trustees, filed as Exhibit 99.5 to the Trust’s Schedule 13D with respect to Grupo Televisa, S.A.B. on May 6, 2009, SEC File No. 005-60431 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 Investment, L.L.C’s Schedule 13D with respect to Otter Tail Corporation on April 15, 2009, SEC File No. 005-06638 and incorporated by reference herein.

EX-99.1 2 a10-13577_1ex99d1.htm EX-99.1

Exhibit 99.1

The table below specifies the date, quantity, weighted-average sale price and range of price per share of Class B common stock of Berkshire Hathaway Inc. sold by Bill & Melinda Gates Foundation Trust (the “Trust”) during the past sixty days. The Trust undertakes to provide upon request by the staff of the Securities and Exchange Commission full information regarding the number of shares sold at each separate price. All of the transactions were affected on the New York Stock Exchange or through Electronic Communication Networks.

Trade Date	Quantity Sold	Weighted-Average Price/Price Per Share Sold ($)	Range of Price ($)
5/3/2010	60,000	78.1015	77.66 - 78.58
5/4/2010	20,100	76.9546	76.51 - 77.30
5/4/2010	579	77.9136	77.90 - 78.00
5/5/2010	45,400	76.3264	75.68 - 76.67
5/5/2010	11,200	76.7161	76.68 - 76.80
5/6/2010	13,501	74.6611	74.15 - 75.09
5/6/2010	1,999	75.7947	75.43 - 76.30
5/6/2010	14,500	76.6028	76.44 - 76.94
5/7/2010	14,000	74.0249	73.40 - 74.38
5/7/2010	34,500	74.7407	74.40 - 75.35
5/7/2010	500	75.7500
5/10/2010	44,700	77.7623	77.10 - 78.09
5/10/2010	6,100	78.2033	78.10 - 78.30
5/11/2010	33,500	77.7184	77.35 - 78.23
5/12/2010	40,845	77.9446	77.53 - 78.50
5/13/2010	28,223	77.7872	77.25 - 78.06
5/14/2010	24,100	76.0002	75.46 - 76.45
5/14/2010	12,000	76.6917	76.50 - 77.10
5/17/2010	39,700	76.1428	75.40 - 76.39
5/17/2010	9,800	76.4145	76.40 - 76.49
5/18/2010	9,000	75.6578	75.52 - 76.51
5/18/2010	20,600	76.9266	76.52 - 77.28
5/19/2010	8,500	75.1471	74.60 - 75.58
5/19/2010	25,714	75.9347	75.70 - 76.30
5/20/2010	13,400	73.2197	72.64 - 73.60
5/20/2010	16,600	73.8334	73.65 - 74.39
5/21/2010	7,000	71.6366	71.00 - 71.99
5/21/2010	38,200	72.4256	72.00 - 72.98
5/21/2010	8,500	73.0198	73.00 - 73.25
5/24/2010	22,299	71.3624	70.74 - 71.735
5/24/2010	17,701	71.9801	71.74 - 72.50
5/25/2010	20,000	69.4050	68.76 - 69.70
5/25/2010	32,600	70.4115	70.00 - 70.83

Trade Date	Quantity Sold	Weighted-Average Price/Price Per Share Sold ($)	Range of Price ($)
5/26/2010	28,300	70.8058	70.31 - 71.30
5/26/2010	3,000	71.3907	71.31 - 71.52
5/27/2010	37,000	71.8336	71.30 - 72.29
5/27/2010	35,500	72.8098	72.30 - 73.29
5/27/2010	5,800	73.3648	73.30 - 73.42
5/28/2010	13,347	71.8381	71.40 - 72.35
5/28/2010	9,500	72.5495	72.42 - 72.67
6/1/2010	19,000	70.5803	70.11 - 71.10
6/1/2010	29,400	71.4447	71.13 - 71 .90
6/2/2010	18,000	70.7640	70.40 - 71.39
6/2/2010	31,700	71.9362	71.54 - 72.33
6/3/2010	43,350	72.3198	72.00 - 72.65
6/4/2010	15,700	70.2071	69.85 - 70.72
6/4/2010	16,300	71.0154	70.85 - 71.15
6/7/2010	35,300	70.4668	70.00 - 70.95
6/8/2010	28,000	70.4816	70.03 - 71.02
6/8/2010	30,000	71.5802	71.03 - 72.02
6/8/2010	15,500	72.5413	72.06 - 72.84
6/9/2010	8,100	71.7139	71.54 - 72.50
6/9/2010	22,000	73.0293	72.60 - 73.36
6/10/2010	42,800	73.1710	72.64 - 73.63
6/10/2010	15,000	73.8993	73.64 - 74.18
6/11/2010	45,500	74.1844	73.55 - 74.50
6/11/2010	2,500	74.5960	74.55 - 74.66
6/14/2010	35,000	75.1200	74.75 - 75.61
6/15/2010	20,300	75.5165	75.16 - 76.13
6/15/2010	20,000	76.8235	76.28 - 77.27
6/15/2010	133	77.2900
6/16/2010	31,245	77.2457	76.82 - 77.52
6/17/2010	19,000	78.2500	77.70 - 78.68
6/17/2010	14,500	79.0293	78.70 - 79.25
6/18/2010	25,100	79.7524	79.51 - 79.97
6/21/2010	23,600	80.1020	79.74 - 80.40
6/22/2010	26,000	79.8087	79.46 - 80.20
6/23/2010	25,500	79.3190	78.71 - 79.70
6/23/2010	2,500	79.7988	79.71 - 79.87
6/24/2010	27,600	79.0359	78.63 - 79.45
6/24/2010	1,800	79.6867	79.64 - 79.72
6/25/2010	16,000	80.1684	79.50 - 80.48
6/25/2010	1,000	80.5100	80.50 - 80.52

Trade Date	Quantity Sold	Weighted-Average Price/Price Per Share Sold ($)	Range of Price ($)
6/25/2010	50,000	81.9000
6/28/2010	15,000	81.1482	80.92 - 81.25
6/29/2010	19,600	80.2384	79.84 - 80.80
6/29/2010	4,050	81.0025	80.91 - 81.09
6/30/2010	26,922	80.1124	79.62 - 80.61
6/30/2010	2,000	80.6450	80.62 - 80.70
7/1/2010	29,400	78.7889	78.05 - 79.04
7/1/2010	10,600	79.3261	79.05 - 79.55