Amended Statement of Beneficial Ownership (sc 13d/a)
21 9월 2013 - 6:19AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 6)
Under the Securities Exchange Act of
1934
GOLUB CAPITAL BDC, INC.
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(Name of Issuer)
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Common Stock, Par Value $0.001 Per Share
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(Title of Class of Securities)
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38173M 102
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(CUSIP Number)
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David B. Golub
c/o Golub Capital BDC, Inc.
150 South Wacker Drive, Suite
800
Chicago, IL 60606
(312) 205-5050
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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September 12, 2013
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box.
o
Note
: Schedules filed in paper format shall include
a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies
are to be sent.
*
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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 disclosures provided in a prior cover page.
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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, as amended
(“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. 38173M 102
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1
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Name of Reporting Person
David B. Golub
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2
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Check the Appropriate Box if a Member of a Group
(a)
o
(b)
o
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3
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SEC Use Only
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4
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Source of Funds
PF
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5
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Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2(e)
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6
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Citizenship or Place of Organization
United States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person with
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7
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Sole Voting Power
163,699
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8
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Shared Voting Power
428,746
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9
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Sole Dispositive Power
149,168
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10
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Shared Dispositive Power
3,856,383
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11
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Aggregate Amount Beneficially Owned by Each Reporting
Person
4,005,551
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12
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Check if the Aggregate Amount in Row (11) Excludes
Certain Shares
o
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13
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Percentage of Class Represented by Amount in Row
(11)
9.4%
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14
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Type of Reporting Person
IN
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This Amendment No. 6 (“Amendment No. 6”) supplementally
amends the initial statement on Schedule 13D, filed with the Securities and Exchange Commission (the “SEC”) on April
30, 2010 (as amended on April 6, 2011, January 3, 2012, August 17, 2012, January 3, 2013, and March 1, 2013 the "Schedule
13D"), by Mr. David B. Golub. Capitalized terms used herein and not defined herein shall have the meanings assigned
thereto in the Schedule 13D. This Amendment No. 6 is filed by Mr. Golub in accordance with Rule 13d-2 under the Securities
Exchange Act of 1934, as amended, and it shall refer only to the information that has materially changed since the filing of the
Schedule 13D.
Item 5. Interest in Securities of the Issuer.
As of the date hereof, Mr. Golub may be deemed to be the beneficial
owner of 4,005,551 shares of Common Stock, representing 9.4% of the total issued and outstanding shares of Common Stock. As
set forth below, Mr. Golub’s beneficial ownership of 4,005,551 shares of Common Stock is comprised of his direct beneficial
ownership of the 89,945 shares of Common Stock owned by Mr. Golub through his individual retirement account, his indirect
beneficial ownership of the 59,223 shares of Common Stock owned by CDGQ LLC for his benefit, his indirect beneficial ownership
of the 3,427,637 shares of Common Stock owned directly by Golub Capital Company V LLC and Golub Capital Company VI LLC and
his indirect beneficial ownership of 423,459 shares of Common Stock owned directly by GCI Development LLC, GC Investment Management
LLC and GEMS Associates, LLC. All percentages set forth in this statement on Schedule 13D are based upon the 42,791,805 shares
of Common Stock issued and outstanding as of the date hereof.
On September 12, 2013, GCI Development LLC purchased an aggregate
of 31,504 shares in a public offering at the public offering price of $16.95 per share. These shares will be held for the benefit
of employees of Golub Capital and vest subject to certain adjustments as specified by the terms of the compensation arrangements.
Mr. Golub is the direct beneficial
owner of the 89,945 shares of Common Stock owned through his individual retirement account and has sole voting power and sole dispositive
power over these shares. Mr. Golub is the indirect beneficial owner of the 59,223 shares of Common Stock owned by CDGQ LLC for
his benefit and has sole voting power and sole dispositive power over these shares.
Mr. Golub
also indirectly beneficially owns 14,531 shares of Common Stock through investments in Golub Capital Company V LLC and Golub Capital
Company VI LLC, which directly own 2,291,784 and 1,135,853 shares of Common Stock, respectively. Mr. Golub has sole
voting power over these 14,531 shares, as the voting rights to the Common Stock owned by each entity have been passed through to
the members or limited partners of each entity. Together with the 149,168 shares owned through his individual retirement
account and through CDGQ LLC, Mr. Golub has sole voting power over 163,699 shares of Common Stock.
Mr. Golub, together with Lawrence E. Golub, is a control person
of Golub Capital LLC, the investment advisor of Golub Capital Company V LLC and Golub Capital Company VI LLC. Due to
his control of Golub Capital Company V LLC and Golub Capital Company VI LLC, Mr. Golub may be viewed as having shared dispositive
power over all of the 3,427,637 shares of Common Stock owned directly by such entities although voting rights to the Common Stock
have been passed through to the members or limited partners of each entity. Each entity received shares of Common Stock
in exchange for the limited liability company interests each owned in Golub Capital BDC LLC, the Issuer’s predecessor entity,
upon the conversion of the Issuer from a Delaware limited liability company to a Delaware corporation on April 13, 2010. Mr.
Golub disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein, which
interest is set forth above.
Mr. Golub, together with Lawrence E. Golub, is a control person
of GCI Development LLC, GC Investment Management LLC and GEMS Associates, LLC. Due to his control of such entities,
Mr. Golub may be viewed as having shared voting and dispositive power over all of the 428,746 shares directly owned by such entities. Mr.
Golub disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein.
SIGNATURES
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.
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September 20, 2013
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Date
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/s/ David B. Golub
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Signature
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David B. Golub
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Name
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Golub Capital BDC (NASDAQ:GBDC)
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