SC 13G 1 filing.txt SCHEDULE 13G Amendment No. 0 PHIBRO ANIMAL HEALTH CORP CLASS A COMMON STOCK Cusip #71742Q106 Cusip #71742Q106 Item 1: Reporting Person - FMR LLC Item 4: Delaware Item 5: 74,000 Item 6: 0 Item 7: 3,127,000 Item 8: 0 Item 9: 3,127,000 Item 11: 17.927% Item 12: HC Cusip #71742Q106 Item 1: Reporting Person - Edward C. Johnson 3d Item 4: United States of America Item 5: 0 Item 6: 0 Item 7: 3,127,000 Item 8: 0 Item 9: 3,127,000 Item 11: 17.927% Item 12: IN SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Item 1(a). Name of Issuer: PHIBRO ANIMAL HEALTH CORP Item 1(b). Name of Issuer's Principal Executive Offices: GLENPOINTE CENTRE EAST, 3RD FLOOR 300 FRANK W. BURR BLVD., SUITE 21 TEANECK, NJ 07666 USA Item 2(a). Name of Person Filing: FMR LLC Item 2(b). Address or Principal Business Office or, if None, Residence: 245 Summer Street, Boston, Massachusetts 02210 Item 2(c). Citizenship: Not applicable Item 2(d). Title of Class of Securities: CLASS A COMMON STOCK Item 2(e). CUSIP Number: 71742Q106 Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) and the person filing, FMR LLC, is a parent holding company in accordance with Section 240.13d- 1(b)(ii)(G). (Note: See Item 7). Item 4. Ownership (a) Amount Beneficially Owned: 3,127,000 (b) Percent of Class: 17.927% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 74,000 (ii) shared power to vote or to direct the vote: 0 (iii) sole power to dispose or to direct the disposition of: 3,127,000 (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. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the CLASS A COMMON STOCK of PHIBRO ANIMAL HEALTH CORP. The interest of one person, FIDELITY LOW PRICED STOCK FUND, an investment company registered under the Investment Company Act of 1940, in the CLASS A COMMON STOCK of PHIBRO ANIMAL HEALTH CORP, amounted to 1,000,000 shares or 5.733% of the total outstanding CLASS A COMMON STOCK at April 30, 2014. The interest of one person, Fidelity Advisor Small Cap Fund, an investment company registered under the Investment Company Act of 1940, in the CLASS A COMMON STOCK of PHIBRO ANIMAL HEALTH CORP, amounted to 1,301,400 shares or 7.461% of the total outstanding CLASS A COMMON STOCK at April 30, 2014. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. See attached Exhibit A. Item 8. Identification and Classification of Members of the Group. Not applicable. See attached Exhibit A. Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. 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. May 9, 2014 Date /s/ Scott C. Goebel Signature Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of FMR LLC and its direct and indirect subsidiaries SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) Pursuant to the instructions in Item 7 of Schedule 13G, Fidelity Management & Research Company ("Fidelity"), 245 Summer Street, Boston, Massachusetts 02210, a wholly-owned subsidiary of FMR LLC and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is the beneficial owner of 3,053,000 shares or 17.503% of the CLASS A COMMON STOCK outstanding of PHIBRO ANIMAL HEALTH CORP ("the Company") as a result of acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. The ownership of one investment company, FIDELITY LOW PRICED STOCK FUND, amounted to 1,000,000 shares or 5.733% of the CLASS A COMMON STOCK outstanding. FIDELITY LOW PRICED STOCK FUND has its principal business office at 245 Summer Street, Boston, Massachusetts 02210. The ownership of one investment company, Fidelity Advisor Small Cap Fund, amounted to 1,301,400 shares or 7.461% of the CLASS A COMMON STOCK outstanding. Fidelity Advisor Small Cap Fund has its principal business office at 245 Summer Street, Boston, Massachusetts 02210. Edward C. Johnson 3d and FMR LLC, through its control of Fidelity, and the funds each has sole power to dispose of the 3,053,000 shares owned by the Funds. Members of the family of Edward C. Johnson 3d, Chairman of FMR LLC, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power of FMR LLC. The Johnson family group and all other Series B shareholders have entered into a shareholders' voting agreement under which all Series B voting common shares will be voted in accordance with the majority vote of Series B voting common shares. Accordingly, through their ownership of voting common shares and the execution of the shareholders' voting agreement, members of the Johnson family may be deemed, under the Investment Company Act of 1940, to form a controlling group with respect to FMR LLC. Neither FMR LLC nor Edward C. Johnson 3d, Chairman of FMR LLC, has the sole power to vote or direct the voting of the shares owned directly by the Fidelity Funds, which power resides with the Funds' Boards of Trustees. Fidelity carries out the voting of the shares under written guidelines established by the Funds' Boards of Trustees. Fidelity Management Trust Company, 245 Summer Street, Boston, Massachusetts 02210, a wholly-owned subsidiary of FMR LLC and a bank as defined in Section 3(a)(6) of the Securities Exchange Act of 1934, is the beneficial owner of 24,000 shares or 0.138% of the CLASS A COMMON STOCK outstanding of the Company as a result of its serving as investment manager of the institutional account(s). Edward C. Johnson 3d and FMR LLC, through its control of Fidelity Management Trust Company, each has sole dispositive power over 24,000 shares and sole power to vote or to direct the voting of 24,000 shares of CLASS A COMMON STOCK owned by the institutional account(s) as reported above. Pyramis Global Advisors, LLC ("PGALLC"), 900 Salem Street, Smithfield, Rhode Island 02917, an indirect wholly-owned subsidiary of FMR LLC and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is the beneficial owner of 50,000 shares or 0.287% of the outstanding CLASS A COMMON STOCK of PHIBRO ANIMAL HEALTH CORP as a result of its serving as investment adviser to institutional accounts, non-U.S. mutual funds, or investment companies registered under Section 8 of the Investment Company Act of 1940 owning such shares. Edward C. Johnson 3d and FMR LLC, through its control of PGALLC, each has sole dispositive power over 0 shares and sole power to vote or to direct the voting of 50,000 shares of CLASS A COMMON STOCK owned by the institutional accounts or funds advised by PGALLC as reported above. SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) RULE 13d-1(f)(1) AGREEMENT The undersigned persons, on May 9, 2014, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the CLASS A COMMON STOCK of PHIBRO ANIMAL HEALTH CORP at April 30, 2014. FMR LLC By /s/ Scott C. Goebel Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of FMR LLC and its direct and indirect subsidiaries Edward C. Johnson 3d By /s/ Scott C. Goebel Scott C. Goebel Duly authorized under Power of Attorney effective as of June 1, 2008, by and on behalf of Edward C. Johnson 3d Fidelity Management & Research Company By /s/ Scott C. Goebel Scott C. Goebel Senior V.P. and General Counsel FIDELITY LOW PRICED STOCK FUND By /s/ Scott C. Goebel Scott C. Goebel Secretary Fidelity Advisor Small Cap Fund By /s/ Scott C. Goebel Scott C. Goebel Secretary Document-Separator. This page separates the filing documents of two notifications. Page of Exhibit A