0001193125-13-146227.txt : 20130409 0001193125-13-146227.hdr.sgml : 20130409 20130408180446 ACCESSION NUMBER: 0001193125-13-146227 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130409 DATE AS OF CHANGE: 20130408 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Howard Hughes Corp CENTRAL INDEX KEY: 0001498828 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 364673192 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85761 FILM NUMBER: 13749251 BUSINESS ADDRESS: STREET 1: ONE GALLERIA TOWER STREET 2: 13355 NOEL ROAD, SUITE 950 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 214-741-7744 MAIL ADDRESS: STREET 1: ONE GALLERIA TOWER STREET 2: 13355 NOEL ROAD, SUITE 950 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: Spinco, Inc. DATE OF NAME CHANGE: 20100811 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL TRUST CO CENTRAL INDEX KEY: 0000923234 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 110 NORTH WACKER DRIVE STREET 2: 110 NORTH WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: (312) 960-5000 MAIL ADDRESS: STREET 1: 110 NORTH WACKER DRIVE STREET 2: 110 NORTH WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 SC 13G/A 1 d518667dsc13ga.htm SC 13G/A 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 Howard Hughes Corporation

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

44267D107

(CUSIP Number)

December 31, 2012

(Date of Event Which Requires Filing of this Statement)

 

 

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

¨ Rule 13d-1(b)

x 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. 44267D107   13G   Page 2 of 6

 

  1   

Names of Reporting Persons

 

General Trust Company

  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

 

South Dakota

Number of Shares Beneficially Owned by Each Reporting Person
With
     

Sole Voting Power

 

2,680,819

   6   

Shared Voting Power

 

0

   7   

Sole Dispositive Power

 

2,680,819

   8   

Shared Dispositive Power

 

0

  9  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,680,819

10  

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

 

11  

Percent of Class Represented by Amount in Row (9)

 

6.8%

12  

Type of Reporting Person (See Instructions)

 

OO

 


CUSIP No. 44267D107   13G   Page 3 of 6

 

Item 1(a) Name of Issuer:

 

   The Howard Hughes Corporation

 

Item 1(b) Address of Issuer’s Principal Executive Offices:

 

   13355 Noel Road, 22nd Floor
   Dallas, Texas 75240

 

Item 2(a) Name of Person Filing:

 

   General Trust Company

 

Item 2(b) Address of Principal Business Office or, if none, Residence:

 

   300 North Dakota Avenue, Suite 202
   Sioux Falls, South Dakota 57104

 

Item 2(c) Citizenship:

 

   General Trust Company is a South Dakota trust company.

 

Item 2(d) Title of Class of Securities:

 

   Common Stock, par value $0.01 per share (“Common Stock”)

 

Item 2(e) CUSIP Number:

 

   44267D107

 

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)    ¨    Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
  (b)    ¨    Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
  (c)    ¨    Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
  (d)    ¨    Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
  (e)    ¨    An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
  (f)    ¨    An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
  (g)    ¨    A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
  (h)    ¨    A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);


CUSIP No. 44267D107   13G   Page 4 of 6

 

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

 

Item 4. Ownership

 

  (a) Amount beneficially owned: As of December 31, 2012, General Trust Company may be deemed to beneficially own 2,680,819 shares of Common Stock of The Howard Hughes Corporation (the “Issuer”).

 

  (b) Percent of class: 6.8%. The percentage is based on 39,498,912 shares of Common Stock outstanding as of March 18, 2013, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 28, 2013.

 

  (c) Number of shares as to which the person has:

 

  (i) Sole power to vote or to direct the vote: 2,680,819.

 

  (ii) Shared power to vote or to direct the vote: 0.

 

  (iii) Sole power to dispose or direct the disposition of: 2,680,819.

 

  (iv) Shared power to dispose or to direct the disposition of: 0.

 

Item 5. Ownership of Five Percent or Less of a 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 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.


CUSIP No. 44267D107   13G   Page 5 of 6

 

Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of 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.


CUSIP No. 44267D107   13G   Page 6 of 6

 

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: April 8, 2013

 

GENERAL TRUST COMPANY
By:  

/s/ E. Michael Greaves

          Name: E. Michael Greaves
          Title: Vice President