- Amended Statement of Ownership (SC 13G/A)
10 12월 2008 - 6:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under the
Securities Exchange Act of 1934
Amendment
No. 2*
DealerTrack Holdings, Inc.
(Name of Issuer)
Common
Stock
(Title of Class of
Securities)
242309102
(CUSIP Number)
November
30, 2008
(Date of Event
Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
[X] Rule
13d-1(b)
[ ] Rule
13d-1(c)
[ ] Rule
13d-1(d)
*The remainder of this cover
page shall be filled out for a reporting persons 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
on 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. 242309102
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13G
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1.
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NAME OF REPORTING PERSON
(S.S. or I.R.S. Identification No. of Above Person)
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Ivy Investment
Management Company Tax ID No. 03-0481447
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
:
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(a)
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[ ]
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(b)
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[ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
: Delaware
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH
:
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5.
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SOLE VOTING POWER
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123,744 (See
Item 4)
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6.
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SHARED VOTING POWER
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0
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7.
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SOLE DISPOSITIVE POWER
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123,744 (See
Item 4)
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8.
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SHARED DISPOSITIVE POWER
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0
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9.
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
:
123,744 (See Item 4)
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10.
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CHECK IF THE AGGREGATE AMOUNT
IN ROW 9 EXCLUDES CERTAIN SHARES
: [ ]
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
: 0.3
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12.
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TYPE OF PERSON REPORTING
:
IA
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CUSIP No. 242309102
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13G
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1.
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NAME OF REPORTING PERSON
(S.S. or I.R.S. Identification No. of Above Person)
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Waddell & Reed
Investment Management Company Tax ID
No. 48-1106973
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
:
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(a)
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[ ]
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(b)
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[ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
: Kansas
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH
:
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5.
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SOLE VOTING POWER
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1,368,700 (See
Item 4)
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6.
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SHARED VOTING POWER
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0
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7.
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SOLE DISPOSITIVE POWER
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1,368,700 (See
Item 4)
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8.
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SHARED DISPOSITIVE POWER
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0
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9.
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
:
1,368,700 (See Item 4)
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10.
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CHECK IF THE AGGREGATE AMOUNT
IN ROW 9 EXCLUDES CERTAIN SHARES
: [ ]
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
: 3.4
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12.
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TYPE OF PERSON REPORTING
:
IA
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CUSIP No. 242309102
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13G
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1.
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NAME OF REPORTING PERSON
(S.S. or I.R.S. Identification No. of Above Person)
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Waddell & Reed,
Inc. Tax ID No. 43-1235675
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
:
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(a)
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[ ]
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(b)
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[ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
: Delaware
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH
:
|
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5.
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SOLE VOTING POWER
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1,368,700 (See
Item 4)
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6.
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SHARED VOTING POWER
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0
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7.
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SOLE DISPOSITIVE POWER
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1,368,700 (See
Item 4)
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8.
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SHARED DISPOSITIVE POWER
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0
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9.
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
:
1,368,700 (See Item 4)
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10.
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CHECK IF THE AGGREGATE AMOUNT
IN ROW 9 EXCLUDES CERTAIN SHARES
: [ ]
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
: 3.4
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12.
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TYPE OF PERSON REPORTING
:
BD
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CUSIP No. 242309102
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13G
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1.
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NAME OF REPORTING PERSON
(S.S. or I.R.S. Identification No. of Above Person)
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Waddell & Reed
Financial Services, Inc. Tax ID No.
43-1414157
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
:
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(a)
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[ ]
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(b)
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[ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
: Missouri
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH
:
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5.
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SOLE VOTING POWER
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1,368,700 (See
Item 4)
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6.
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SHARED VOTING POWER
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0
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7.
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SOLE DISPOSITIVE POWER
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1,368,700 (See
Item 4)
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8.
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SHARED DISPOSITIVE POWER
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0
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9.
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
:
1,368,700 (See Item 4)
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10.
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CHECK IF THE AGGREGATE AMOUNT
IN ROW 9 EXCLUDES CERTAIN SHARES
: [ ]
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
: 3.4
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12.
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TYPE OF PERSON REPORTING
:
HC
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CUSIP No. 242309102
|
13G
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1.
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NAME OF REPORTING PERSON
(S.S. or I.R.S. Identification No. of Above Person)
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Waddell & Reed
Financial, Inc. Tax ID No. 51-0261715
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
:
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(a)
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[ ]
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(b)
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[ ]
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
: Delaware
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NUMBER OF SHARES BENEFICIALLY
OWNED BY EACH REPORTING PERSON WITH
:
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5.
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SOLE VOTING POWER
|
1,492,444 (See
Item 4)
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6.
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SHARED VOTING POWER
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0
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7.
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SOLE DISPOSITIVE POWER
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1,492,444 (See
Item 4)
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8.
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SHARED DISPOSITIVE POWER
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0
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9.
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
:
1,492,444 (See Item 4)
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10.
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CHECK IF THE AGGREGATE AMOUNT
IN ROW 9 EXCLUDES CERTAIN SHARES
: [ ]
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
: 3.7
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12.
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TYPE OF PERSON REPORTING
:
HC
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Item 1(a)
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Name of Issuer
: DealerTrack
Holdings, Inc.
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Item 1(b)
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Address of Issuers
Principal Executive Offices
:
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1111
Marcus Ave.
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Suite
M04
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Lake
Success, NY 11042
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Item 2(a)
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Name of Person Filing
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(i)
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Waddell & Reed
Financial, Inc.
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(ii)
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Waddell & Reed
Financial Services, Inc.
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(iii)
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Waddell & Reed,
Inc.
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(iv)
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Waddell & Reed
Investment Management Company
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(v)
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Ivy Investment
Management Company
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Item 2(b)
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Address of Principal
Business Office
:
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(i)-(v):
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6300 Lamar Avenue
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Overland Park, KS 66202
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Item 2(c)
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Citizenship
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(i), (iii) and (v): Delaware
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(ii): Missouri
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(iv): Kansas
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Item 2(d)
:
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Title of Class of
Securities
: Common
Stock
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Item 2(e)
:
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CUSIP Number
: 242309102
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Item 3
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The reporting person
is:
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(i)
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Waddell & Reed
Financial, Inc., a parent holding company in accordance with Reg.
240.13d-1(b)(1)(ii)(G);
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(ii)
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Waddell & Reed
Financial Services, Inc., a parent holding company in accordance with Reg.
240.13d-1(b)(1)(ii)(G);
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(iii)
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Waddell & Reed, Inc.,
a broker-dealer registered under section 15 of the Act (15 U.S.C. 78o); and
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(iv)
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Waddell & Reed
Investment Management Company, an investment advisor in accordance with Reg.
240.13d-1(b)(1)(ii)(E).
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(v)
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Ivy Investment Management Company,
an investment advisor in accordance with Reg. 240.13d-1(b)(1)(ii)(E).
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Item 4
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Ownership
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The securities reported on herein are
beneficially owned by one or more open-end investment companies or other
managed accounts which are advised or sub-advised by Ivy Investment
Management Company (IICO), an investment advisory subsidiary of Waddell
& Reed Financial, Inc. (WDR) or Waddell & Reed Investment
Management Company (WRIMCO), an investment advisory subsidiary of Waddell
& Reed, Inc. (WRI). WRI is a
broker-dealer and underwriting subsidiary of Waddell & Reed Financial
Services, Inc., a parent holding company (WRFSI). In turn, WRFSI is a subsidiary of WDR, a
publicly traded company. The
investment advisory contracts grant IICO and WRIMCO all investment and/or
voting power over securities owned by such advisory clients. The investment sub-advisory contracts grant
IICO and WRIMCO investment power over securities owned by such sub-advisory
clients and, in most cases, voting power.
Any investment restriction of a sub-advisory contract does not
restrict investment discretion or power in a material manner. Therefore, IICO and/or WRIMCO may be deemed
the beneficial owner of the securities covered by this statement under Rule
13d-3 of the Securities Exchange Act of 1934 (the 1934 Act).
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IICO, WRIMCO, WRI, WRFSI
and WDR are of the view that they are not acting as a group for purposes of
Section 13(d) under the 1934 Act.
Indirect beneficial ownership is attributed to the respective parent
companies solely because of the parent companies' control relationship to
WRIMCO and IICO.
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(a)
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Amount beneficially
owned: 1,492,444
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(b)
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Percent of class: 3.7
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(c)
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Number of shares as to
which the person has:
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(i)
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Sole voting power to
vote or to direct the vote:
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WDR: 1,492,444 (indirect)
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WRFSI: 1,368,700 (indirect)
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WRI: 1,368,700 (indirect)
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WRIMCO: 1,368,700 (direct)
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IICO: 123,744 (direct)
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(ii)
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Shared power to vote or
to direct the vote: 0
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(iii)
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Sole power to dispose
or to direct the disposition of:
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WDR: 1,492,444 (indirect)
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WRFSI: 1,368,700 (indirect)
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WRI: 1,368,700 (indirect)
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WRIMCO: 1,368,700 (direct)
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IICO: 123,744 (direct)
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(iv)
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Shared power to dispose
or to direct the disposition of: 0
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Item 5
:
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Ownership of Five
Percent or Less of a Class
:
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If this statement is being filed to report
the fact that as of the date hereof the reporting person has ceased to be the
beneficial owner of more than 5 percent of the class of securities, check the
following: [ X ]
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Item 6
:
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Ownership of More than
Five Percent on Behalf of Another Person
:
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The clients of IICO and WRIMCO, including
investment companies registered under the Investment Company Act of 1940 and
other managed accounts, have the right to receive dividends from, as well as
the proceeds from the sale of, such securities.
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Item 7
:
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company
:
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See Attached Exhibit 2.
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Item 8
:
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Identification and
Classification of Members of the Group
:
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Not Applicable.
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Item 9
:
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Notice of Dissolution
of Group
:
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Not Applicable.
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Item 10
:
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Certification
:
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By signing below I certify
that, to the best of my knowledge and belief, the securities referred to
above were acquired and are held in the ordinary course of business and 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.
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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.
Dated:
December 9, 2008
Waddell & Reed
Financial, Inc.
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Waddell & Reed
Financial Services, Inc.
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By:
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/s/ Wendy J. Hills
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By:
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/s/ Wendy J. Hills
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Name: Wendy J. Hills
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Name: Wendy J. Hills
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Title: Vice President
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Title: Attorney-In-Fact
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Waddell & Reed,
Inc.
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Waddell & Reed
Investment Management Company
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By:
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/s/ Wendy J. Hills
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By:
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/s/ Wendy J. Hills
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Name: Wendy J. Hills
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Name: Wendy J. Hills
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Title: Attorney-In-Fact
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Title: Attorney-In-Fact
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Ivy Investment
Management Company
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By:
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/s/ Wendy J. Hills
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Name: Wendy J. Hills
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Title: Attorney-In-Fact
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EXHIBIT INDEX
Exhibit
No.
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Description
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1
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Joint Filing Agreement
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2
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Identification and
Classification of the Subsidiary Which Acquired the Security Being Reported
on by the Parent Holding Company
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3
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Power of Attorney
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