-----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, EqZujzP87vtOyV+9h9AIMLBo2MLm9MWD+5BZ/vghXbAkkINihIVUzg2jj5Xs/kTs M7FHzhEUe9VPwst3+X8G1g== 0001104659-07-009263.txt : 20070209 0001104659-07-009263.hdr.sgml : 20070209 20070209163114 ACCESSION NUMBER: 0001104659-07-009263 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070209 DATE AS OF CHANGE: 20070209 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALEXANDER LESLIE L CENTRAL INDEX KEY: 0000905366 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 7816392000 MAIL ADDRESS: STREET 1: C/O FIRST MARBLEHEAD CORP STREET 2: 30 LITTLE HARBOR CITY: MARBLEHEAD STATE: MA ZIP: 01945 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST MARBLEHEAD CORP CENTRAL INDEX KEY: 0001262279 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 043295311 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-79549 FILM NUMBER: 07598284 BUSINESS ADDRESS: STREET 1: 800 BOYLSTON ST. STREET 2: 34TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199-8157 BUSINESS PHONE: 617 638-2000 MAIL ADDRESS: STREET 1: 800 BOYLSTON ST. STREET 2: 34TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199-8157 SC 13G/A 1 a07-3947_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

 

The First Marblehead Corporation

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

320771 10 8

(CUSIP Number)

December 31, 2006

(Date of Event Which Requires Filing of this Statement)

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

o

Rule 13d-1(b)

o

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 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. 320771 10 8

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Leslie L. Alexander

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
15,067,396 shares (1)

 

6.

Shared Voting Power
3,194,953 shares (2)

 

7.

Sole Dispositive Power
15,067,396 shares (1)

 

8.

Shared Dispositive Power
3,194,953 shares (2)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,262,349 shares (1)(2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
19.3% (3)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

(1)                                  Includes 27,000 shares  of Common Stock issuable under stock options and stock units exercisable within 60 days of December 31, 2006.

(2)                                  Mr. Alexander has the right to acquire 3,194,953 outstanding shares of Common Stock held by The Alexander 2003 Family Trust, a trust for the benefit of Mr. Alexander’s adult daughter.

(3)                                  Based on 94,591,522 shares of Common Stock outstanding as of December 31, 2006, as reported in the Company’s Form 8-K filed on January 25, 2007.  The Company effected a 3-for-2 split of its Common Stock on December 4, 2006.

2




 

Item 1.

 

(a)

Name of Issuer
The First Marblehead Corporation

 

(b)

Address of Issuer’s Principal Executive Offices
Prudential Tower
800 Boylston Street

34th Floor

Boston, MA 02199

 

Item 2.

 

(a)

Name of Person Filing
Leslie L. Alexander

 

(b)

Address of Principal Business Office or, if none, Residence
1200 N. Federal Highway, Suite 411

Boca Raton, FL 33437

 

(c)

Citizenship
United States of America

 

(d)

Title of Class of Securities
Common Stock, $0.01 par value

 

(e)

CUSIP Number
320771 10 8

 

Item 3.

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

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

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

 

(d)

o

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

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

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

 

(g)

o

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

 

(h)

o

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

 

(i)

o

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 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Not Applicable

 

 

3




 

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:   

18,262,349 (1)(2)

 

(b)

Percent of class:   

19.3%(3)

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

15,067,396 (2)

 

 

(ii)

Shared power to vote or to direct the vote    

3,194,953 (1)

 

 

(iii)

Sole power to dispose or to direct the disposition of   

15,067,396 (2)

 

 

(iv)

Shared power to dispose or to direct the disposition of   

3,194,953 (1)

(1)                                  Mr. Alexander has the right to acquire 3,194,953 outstanding shares of Common Stock held by The Alexander 2003 Family Trust, a trust for the benefit of Mr. Alexander’s adult daughter.

(2)                                  Includes 27,000 shares of Common Stock issuable under stock options and stock units exercisable within 60 days of December 31, 2006.

(3)                                  Based on 94,591,522 shares of Common Stock outstanding as of December 31, 2006, as reported in the Company’s Form 8-K filed on January 25, 2007.  The Company effected a 3-for-2 split of its Common Stock on December 4, 2006.

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 five percent of the class of securities, check the following   o.

 

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 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

 

Not Applicable

 

 

4




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.

 

 

February 9, 2007

 

Date

 


/s/ Leslie L. Alexander

 

Signature

 


Leslie L. Alexander

 

Name/Title

 

5



-----END PRIVACY-ENHANCED MESSAGE-----