-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Wso3pTevtEYD/Il24+Xw5Gzb1uw5X/cxGT72IbLRGoMJ4ewzXe+/jBRvJglSfe8H 4QVw1tVmiz0S7JQVWcdhCg== 0001491714-10-000001.txt : 20100511 0001491714-10-000001.hdr.sgml : 20100511 20100511151551 ACCESSION NUMBER: 0001491714-10-000001 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100511 DATE AS OF CHANGE: 20100511 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Sprott Eric CENTRAL INDEX KEY: 0001491714 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: 2700-200 BAY STREET STREET 2: ROYAL BANK PLAZA SOUTH TOWER CITY: TORONTO STATE: A6 ZIP: M5J 2J1 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sprott Physical Gold Trust CENTRAL INDEX KEY: 0001477049 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-85461 FILM NUMBER: 10820726 BUSINESS ADDRESS: STREET 1: STE. 2700, SOUTH TOWER, ROYAL BANK PLAZA STREET 2: 200 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J 2J1 BUSINESS PHONE: 416-362-7172 MAIL ADDRESS: STREET 1: STE. 2700, SOUTH TOWER, ROYAL BANK PLAZA STREET 2: 200 BAY STREET CITY: TORONTO STATE: A6 ZIP: M5J 2J1 SC 13D 1 eric13dphys.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Sprott Physical Gold Trust (Name of Issuer) Units (Title of Class of Securities) 85207H104 (CUSIP Number) Eric S. Sprott Suite 2700, South Tower Royal Bank Plaza 200 Bay Street Toronto, Ontario Canada M5J 2J1 (416) 943-6420 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 3, 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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), (f) or (g), check the following box [ ] 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 (the 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). 1. NAMES OF REPORTING PERSONS Eric S. Sprott I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Not Applicable ________________________________________________________________________________ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] ________________________________________________________________________________ 3. SEC USE ONLY ________________________________________________________________________________ 4. SOURCE OF FUNDS PF ________________________________________________________________________________ 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [ ] ________________________________________________________________________________ 6. CITIZENSHIP OR PLACE OF ORGANIZATION Canada ________________________________________________________________________________ NUMBER OF 7. SOLE VOTING POWER SHARES 6,000,000 _________________________________________________________________ BENEFICIALLY 8. SHARED VOTING POWER OWNED BY 2,000,000 _________________________________________________________________ EACH 9. SOLE DISPOSITIVE POWER REPORTING 6,000,000 _________________________________________________________________ PERSON 10. SHARED DISPOSITIVE POWER WITH 2,000,000 ________________________________________________________________________________ 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,000,000 ________________________________________________________________________________ 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] ________________________________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 18.1% (44,250,000 units of the Trust were issued and outstanding as of March 25, 2010) ________________________________________________________________________________ 14. TYPE OF REPORTING PERSON IN ________________________________________________________________________________ Item 1. Security and Issuer. This Schedule 13D relates to units of Sprott Physical Gold Trust, a trust established under the laws of the Province of Ontario, Canada (the Trust), whose principal executive offices are located at Suite 2700, South Tower, Royal Bank Plaza, 200 Bay Street, Toronto, Ontario, Canada M5J 2J1. Item 2. Identity and Background. (a) Eric S. Sprott (b) c/o Sprott Asset Management LP, Suite 2700, South Tower, Royal Bank Plaza, 200 Bay Street, Toronto, Ontario, Canada M5J 2J1 (c) Chief Executive Officer of Sprott Asset Management LP, Suite 2700, South Tower, Royal Bank Plaza, 200 Bay Street, Toronto, Ontario, Canada M5J 2J1, which serves as manager of the Trust, and Chief Executive Officer of Sprott Asset Management GP Inc., Suite 2700, South Tower, Royal Bank Plaza, 200 Bay Street, Toronto, Ontario, Canada M5J 2J1, the general partner of the manager of the Trust (d) Mr. Sprott has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Mr. Sprott has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, nor, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or maintaining activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Canada Item 3. Source and Amount of Funds or Other Consideration. In a public offering of units of the Trust that closed on March 3, 2010, Mr. Sprott acquired 8,000,000 units. The aggregate amount paid by Mr. Sprott from his personal funds for the units was $80,000,000. Item 4. Purpose of Transaction. The units acquired by Mr. Sprott were acquired for investment purposes. Item 5. Interest in Securities of the Issuer. (i)(a) Mr. Sprott is the beneficial owner of 8,000,000 units, or 18.1% of the outstanding units of the Trust as of March 25, 2010. (b) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 6,000,000 units. (ii) Shared power to vote or to direct the vote: 2,000,000 units. (iii) Sole power to dispose or to direct the disposition: 6,000,000 units. (iv) Shared power to dispose or to direct the disposition: 2,000,000 units. (c) Except as described in Item 3 above, Mr. Sprott did not effect any transactions in the Trust units during the sixty (60) days preceding the date of this Schedule 13D. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. None. 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: May 10, 2010 /s/ Eric S. Sprott _____________________ Eric S. Sprott -----END PRIVACY-ENHANCED MESSAGE-----