1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
DRIEHAUS CAPITAL MANAGEMENT LLC | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | x | ||
(b) | o | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
AF | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
Delaware, USA | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
8 |
SHARED
VOTING POWER
| ||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
0 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
0%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
IA | |||||
1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
Driehaus Active Income Fund | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | x | ||
(b) | o | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
WC | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
Delaware, USA | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
8 |
SHARED
VOTING POWER
| ||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
0 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
0%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
IV | |||||
Item 1. | Security and Issuer |
This Amendment No. 4 to Schedule 13D (“Amendment No. 4”) amends and supplements the Schedule 13D/A as last amended by Amendment No. 3 filed on January 23, 2017 by Driehaus Capital Management LLC (“DCM”) relating to the Common Stock, par value $1.00 per share (the "Common Stock"), of Stewart Information Services Corporation (the "Company"), a company existing under the laws of Delaware. The principal executive offices of the Company are located at 1980 Post Oak Blvd., Houston, Texas 77056, telephone (713) 625-8100. This is the final amendment to the Schedule 13D and constitutes an "exit filing" for the Reporting Persons. |
Item 2. | Identity and Background |
(a) | The Reporting Persons are Driehaus Capital Management LLC (“DCM”) and Driehaus Active Income Fund (“LCMAX”). DCM is a Delaware limited liability company and a registered investment adviser. The executive officers of DCM are Richard H. Driehaus (Chairman), Stephen Kneeley (Interim President and Interim Chief Executive Officer), Michelle Cahoon (Managing Director, Treasurer and Chief Financial Officer), Janet McWilliams (Managing Director and General Counsel), Stephen Weber (Managing Director, Sales and Relationship Management), Thomas Seftenberg (Managing Director, Relationship Management and Marketing), Michael Shoemaker (Chief Compliance Officer), Kenneth Nelson (Managing Director and Portfolio Manager), Maximilian Heitner (Managing Director, Risk Management and Research) and Daniel Rea (Managing Director, Research). DCM does not have a board of directors. The entity controlling DCM is Driehaus Capital Holdings LLLP, a Delaware limited liability limited partnership. Although the instructions to this filing do not require disclosure of information regarding LCMAX’s officers and directors, the information is available in LCMAX’s prospectus and statement of additional information, available at www.driehaus.com. |
(b) | The address of the principal office of DCM, its controlling entity listed above and its officers listed above is 25 East Erie Street, Chicago, IL 60611. The principal office of LCMAX is 25 East Erie Street, Chicago, IL 60611. |
(c) | DCM is a registered investment adviser. LCMAX is a series of Driehaus Mutual Funds, an open-end investment company formed in Delaware, and is managed by DCM. The occupations of DCM’s executive officers are noted in “a” above. |
(d) | During the last five years, the Reporting Persons, controlling entity and executive officers have not been convicted in a criminal proceeding. |
(e) | During the last five years, the Reporting Persons, controlling entity and executive officers have not been party to a civil proceeding as described in Item 2(e) of Schedule 13D . |
(f) | All executive officers are US citizens. |
Item 3. |
Source
and Amount of Funds or Other Consideration
|
LCMAX and two other registered investment companies advised by DCM no longer own any shares of STC. |
Item 4. |
Purpose
of Transaction
|
LCMAX and two other registered investment companies advised by DCM no longer own any shares of STC. |
(a) | Not applicable. |
(b) | Not applicable. |
(c) | Not applicable. |
(d) | Not applicable. |
(e) | Not applicable. |
(f) | Not applicable. |
(g) | Not applicable. |
(h) | Not applicable. |
(i) | Not applicable. |
(j) | Not applicable. |
Item 5. |
Interest
in Securities of the Issuer
|
(a) | The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting Person is stated in Items 11 and 13 on the cover pages hereto. |
(b) | Not applicable. |
(c) | The transactions in the class of securities reported on that were effected during the past sixty days by the Reporting Persons are described below. The transactions were effected by DCM as the investment adviser on behalf of LCMAX and two other registered investment companies. All sales were effected with a broker-dealer. |
Transaction Date | Shares or Units Purchased (Sold) | Price Per Share or Unit |
8/9/2017
8/9/2017 8/9/2017 8/9/2017 | (166,540)
(187,195) (206,792) (1,399,352) | $35.50
$35.50 $35.50 $35.50 |
(d) | Not applicable. |
(e) | August 9, 2017 |
Item 6. |
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
Except as otherwise described herein, the Reporting Persons or, to the Reporting Persons’ knowledge, the controller or executive officers do not have any contracts, arrangements, understandings or relationships (legal or otherwise) with any other person with respect to any securities of the Company. |
Item 7. |
Material
to Be Filed as Exhibits
|
Not applicable. |
Driehaus Capital Management LLC | |||
August 10, 2017 | By: |
/s/
Janet McWilliams | |
Managing Director and General Counsel | |||
Driehaus Mutual Funds | |||
August 10, 2017 | By: |
/s/
Janet McWilliams | |
Chief Legal Officer and Assistant Vice President | |||