United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
TITAN INTERNATIONAL, INC. (TWI)
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
88830M102
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ 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 in 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. 88830M102 | Schedule 13G |
| 1. | Names of Reporting Persons: Snow Capital Management, L.P.
I.R.S. Identification No. of Above Persons (Entities Only): 25-1894430 | |||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions):
a ¨ b ¨ | |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization:
Pennsylvania | |||||
| Number of Shares Beneficially Owned by Each Person Reporting With |
5. | Sole Voting Power:
2,650,919 | ||||
| 6. | Shared Voting Power:
none | |||||
| 7. | Sole Dispositive Power:
3,601,534 | |||||
| 8. | Shared Dispositive Power:
none | |||||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person:
3,601,534 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions):
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row (9):
6.7% | |||||
| 12. | Type of Reporting Person (See Instructions):
IA | |||||
| CUSIP No. 88830M102 | Schedule 13G |
| Item 1 |
| (a) | Name of Issuer: |
Titan International, Inc.
| (b) | Address of Issuer’s Principal Executive Offices: |
2701 Spruce Street
Quincy, IL 62301
| Item 2 |
| (a) | Name of Person Filing: |
Snow Capital Management, L.P.
| (b) | Address of Principal Business Office or, if None, Residence: |
2000 Georgetowne Drive, Suite 200
Sewickley, PA 15143
| (c) | Citizenship: |
Pennsylvania
| (d) | Title of Class of Securities: |
Common Stock, No Par Value
| (e) | CUSIP Number: |
88830M102
| Item 3 | If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b), check whether the person filing is a: |
| (e) | x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). |
| CUSIP No. 88830M102 | Schedule 13G |
| Item 4 | Ownership: |
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1:
| (a) | Amount beneficially owned: 3,601,534 |
| (b) | Percent of class: 6.7% |
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: 2,650,919 |
| (ii) | Shared power to vote or to direct the vote: 0 |
| (iii) | Sole power to dispose or to direct the disposition of: 3,601,534 |
| (iv) | Shared power to dispose or to direct the disposition of: 0 |
| Item 5 | Ownership of Five Percent or Less of Class: |
Not Applicable
| Item 6 | Ownership of More than Five Percent on Behalf of Another Person: |
Not Applicable
| Item 7 | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by Parent Holding Company: |
Not Applicable
| Item 8 | Identification and Classification of Members of the Group: |
Not Applicable
| Item 9 | Notice of Dissolution of Group: |
Not Applicable
| CUSIP No. 88830M102 | Schedule 13G |
| Item 10 | Certification: |
| (a) | By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer or 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. |
| (b) | 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.
January 20, 2015
(Date)
/Richard A. Snow/
(Signature)
Richard A. Snow, President of
Snow Capital Management, Inc.,
General Partner of Snow Capital Management, L.P.
(Name/Title)
/146890