11
|
NAME OF REPORTING PERSON
JAT Capital Management, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) o (b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF (See Item 3)
|
|||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
|
|||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF |
7
|
SOLE VOTING POWER
0
|
||
SHARES
BENEFICIALLY
OWNED BY
|
8
|
SHARED VOTING POWER
4,280,865
|
||
EACH
REPORTING
PERSON
|
9
|
SOLE DISPOSITIVE POWER
0
|
||
WITH
|
10
|
SHARED DISPOSITIVE POWER
4,280,865
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,280,865
|
|||
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)
6.73%(1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN, IA
|
(1)
|
Based upon a total of 63,606,819 shares of Class A Common Stock outstanding as of July 31, 2014 as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended June 30, 2014, filed by the Issuer with the Securities and Exchange Commission on August 20, 2014.
|
11
|
NAME OF REPORTING PERSON
JAT Capital Management, L.L.C.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) o (b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF (See Item 3)
|
|||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
|
|||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF |
7
|
SOLE VOTING POWER
0
|
||
SHARES
BENEFICIALLY
OWNED BY
|
8
|
SHARED VOTING POWER
4,280,865
|
||
EACH
REPORTING
PERSON
|
9
|
SOLE DISPOSITIVE POWER
0
|
||
WITH
|
10
|
SHARED DISPOSITIVE POWER
4,280,865
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,280,865
|
|||
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)
6.73%(1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO, HC
|
(1)
|
Based upon a total of 63,606,819 shares of Class A Common Stock outstanding as of July 31, 2014 as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended June 30, 2014, filed by the Issuer with the Securities and Exchange Commission on August 20, 2014.
|
11
|
NAME OF REPORTING PERSON
John Thaler
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) o (b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF (See Item 3)
|
|||
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
|
|||
NUMBER OF |
7
|
SOLE VOTING POWER
0
|
||
SHARES
BENEFICIALLY
OWNED BY
|
8
|
SHARED VOTING POWER
4,280,865
|
||
EACH
REPORTING
PERSON
|
9
|
SOLE DISPOSITIVE POWER
0
|
||
WITH
|
10
|
SHARED DISPOSITIVE POWER
4,280,865
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,280,865
|
|||
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)
6.73%(1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN, HC
|
(1)
|
Based upon a total of 63,606,819 shares of Class A Common Stock outstanding as of July 31, 2014 as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended June 30, 2014, filed by the Issuer with the Securities and Exchange Commission on August 20, 2014.
|
Item 1.
|
Security and Issuer
|
Item 2.
|
Identity and Background
|
|
(i)
|
JAT Capital Management, L.P. (“JAT Capital”);
|
|
(ii)
|
JAT Capital Management, L.L.C. (“JAT LLC”); and
|
|
(iii)
|
John Thaler (“Mr. Thaler”).
|
Item 3.
|
Source and Amount of Funds or Other Consideration
|
Item 4.
|
Purpose of Transaction
|
Item 5.
|
Interest in Securities of the Issuer
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationship with Respect to Securities of the Issuer
|
Item 7.
|
Materials to Be Filed as Exhibits
|
Exhibit
|
Description
|
Exhibit 99.1
|
Joint Filing Agreement of JAT Capital Management, L.P., JAT Capital Management, L.L.C. and John Thaler.
|
JAT CAPITAL MANAGEMENT, L.P. | |||
By: | JAT Capital Management, L.L.C., its General Partner | ||
|
By:
|
/s/ John Thaler | |
Name: John Thaler | |||
Title: Managing Member | |||
JAT CAPITAL MANAGEMENT, L.L.C. | |||
|
By:
|
/s/ John Thaler | |
Name: John Thaler | |||
Title: Managing Member | |||
|
By: | /s/ John Thaler | |
John Thaler |
Trade Date
|
Shares Purchased (Sold)
|
Price Per Share ($)
|
2014-08-11
|
(30,700)
|
$60.17
|
2014-08-12
|
140,700
|
$60.00
|
2014-08-13
|
85,000
|
$60.59
|
2014-08-14
|
120,000
|
$60.73
|
2014-08-15
|
132,000
|
$61.14
|
2014-08-18
|
131,000
|
$62.40
|
2014-08-19
|
137,000
|
$62.75
|
2014-08-20
|
150,000
|
$64.45
|
2014-08-21
|
150,000
|
$63.86
|
2014-08-22
|
150,000
|
$64.84
|
Trade Date
|
Transaction
|
Shares
Acquirable
Upon Exercise
|
Option Price
Per Share ($)
|
Price Per Share ($)
|
(None)
|
Exhibit
|
Description
|
Exhibit 99.1
|
Joint Filing Agreement of JAT Capital Management, L.P., JAT Capital Management, L.L.C. and John Thaler.
|
JAT CAPITAL MANAGEMENT, L.P. | |||
By: | JAT Capital Management, L.L.C., its General Partner | ||
|
By:
|
/s/ John Thaler | |
Name: John Thaler | |||
Title: Managing Member | |||
JAT CAPITAL MANAGEMENT, L.L.C. | |||
|
By:
|
/s/ John Thaler | |
Name: John Thaler | |||
Title: Managing Member | |||
|
By: | /s/ John Thaler | |
John Thaler |