SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO § 240.13d-2

(Amendment No.     )*

 

 

THE DOW CHEMICAL COMPANY

(Name of Issuer)

 

 

COMMON STOCK

(Title of Class of Securities)

260543103

(CUSIP Number)

December 31, 2009

(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 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.

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 (the “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. 260543103   13G   Page 2 of 10 Pages

 

  1   

NAME OF REPORTING PERSON

 

Warren E. Buffett

 

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    x

 

(b)   ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States Citizen

 

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

NONE

 

   6   

SHARED VOTING POWER

 

72,603,000 shares of Common Stock

 

   7   

SOLE DISPOSITIVE POWER

 

NONE

 

   8   

SHARED DISPOSITIVE POWER

 

72,603,000 shares of Common Stock

 

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

72,603,000 shares of Common Stock

 

  10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES            ¨

 

Not applicable.

 

  11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.0%

 

  12  

TYPE OF REPORTING PERSON

 

IN

 


CUSIP No. 260543103   13G   Page 3 of 10 Pages

 

  1   

NAME OF REPORTING PERSON

 

Berkshire Hathaway Inc.

 

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    x

 

(b)   ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of Delaware

 

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

NONE

 

   6   

SHARED VOTING POWER

 

72,603,000 shares of Common Stock

 

   7   

SOLE DISPOSITIVE POWER

 

NONE

 

   8   

SHARED DISPOSITIVE POWER

 

72,603,000 shares of Common Stock

 

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

72,603,000 shares of Common Stock

 

  10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES            ¨

 

Not applicable.

 

  11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.0%

 

  12  

TYPE OF REPORTING PERSON

 

HC, CO

 


CUSIP No. 260543103   13G   Page 4 of 10 Pages

 

  1   

NAME OF REPORTING PERSON

 

National Indemnity Company

 

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    x

 

(b)   ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of Nebraska

 

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

NONE

 

   6   

SHARED VOTING POWER

 

62,922,600 shares of Common Stock

 

   7   

SOLE DISPOSITIVE POWER

 

NONE

 

   8   

SHARED DISPOSITIVE POWER

 

62,922,600 shares of Common Stock

 

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

62,922,600 shares of Common Stock

 

  10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES            ¨

 

Not applicable.

 

  11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.2%

 

  12  

TYPE OF REPORTING PERSON

 

IC, CO, HC

 


CUSIP No. 260543103   13G   Page 5 of 10 Pages

 

  1   

NAME OF REPORTING PERSON

 

Columbia Insurance Company

 

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    x

 

(b)   ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of Nebraska

 

NUMBER OF

SHARES

BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

NONE

 

   6   

SHARED VOTING POWER

 

9,680,400 shares of Common Stock

 

   7   

SOLE DISPOSITIVE POWER

 

NONE

 

   8   

SHARED DISPOSITIVE POWER

 

9,680,400 shares of Common Stock

 

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

9,680,400 shares of Common Stock

 

  10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES            ¨

 

Not applicable.

 

  11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.8%

 

  12  

TYPE OF REPORTING PERSON

 

IC, CO, HC

 


Page 6 of 10 Pages

SCHEDULE 13G

Explanatory Note: Due to an oversight this Schedule 13G was not timely filed. All shares of common stock, par value $2.50 per share (“Common Stock”), of The Dow Chemical Company (the “Issuer”) reported in this Schedule 13G are held in the form of convertible preferred stock that can be converted into Common Stock by the Reporting Persons within 60 days. This Schedule 13G reflects the Reporting Persons’ beneficial ownership of shares of Common Stock as of December 31, 2009. The Reporting Persons have beneficially owned the same number of shares of Common Stock at the end of each year since 2009, so no amendments to this Schedule 13G were required to be filed.

Item 1.

  (a) Name of Issuer

The Dow Chemical Company

 

  (b) Address of Issuer’s Principal Executive Offices

2030 Dow Center, Midland, MI 48674

Item 2(a). Name of Person Filing:

Item 2(b). Address of Principal Business Office:

Item 2(c). Citizenship:

Warren E. Buffett

3555 Farnam Street

Omaha, Nebraska 68131

United States Citizen

Berkshire Hathaway Inc.

3555 Farnam Street

Omaha, Nebraska 68131

Delaware corporation

National Indemnity Company

3024 Harney Street

Omaha, Nebraska 68131

Nebraska corporation

Columbia Insurance Company

3024 Harney Street

Omaha, Nebraska 68131

Nebraska corporation

 

  (d) Title of Class of Securities

Common Stock

 

  (e) CUSIP Number

260543103

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:

Not applicable.


Page 7 of 10 Pages

Item 4. Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

  (a) Amount beneficially Owned

See the Cover Pages for each of the Reporting Persons. All shares of Common Stock of The Dow Chemical Company reported in this Schedule 13G are held in the form of convertible preferred stock that can be converted into common stock by the Reporting Persons within 60 days.

 

  (b) Percent of Class

See the Cover Pages for each of the Reporting Persons.

 

  (c) Number of shares as to which such person has:
  (i) sole power to vote or to direct the vote
  (ii) shared power to vote or to direct the vote
  (iii) sole power to dispose or to direct the disposition of
  (iv) shared power to dispose or to direct the disposition of

See the Cover Pages for each of the Reporting Persons.

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.

See Exhibit A.

Item 8. Identification and Classification of Members of the Group.

Not applicable.

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 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, other than activities solely in connection with a nomination under §240.14a-11.


Page 8 of 10 Pages

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.

Dated this 14th day of August, 2014

 

/s/  Warren E. Buffett        
Warren E. Buffett

 

BERKSHIRE HATHAWAY INC.
By:   /s/  Warren E. Buffett        
  Warren E. Buffett
  Chairman of the Board

 

NATIONAL INDEMNITY COMPANY

COLUMBIA INSURANCE COMPANY

By:   /s/  Warren E. Buffett        
  Warren E. Buffett
  Attorney-in-Fact


Page 9 of 10 Pages

SCHEDULE 13G

EXHIBIT A

RELEVANT SUBSIDIARIES AND MEMBERS OF FILING GROUP

PARENT HOLDING COMPANIES OR CONTROL PERSONS:

Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.)

Berkshire Hathaway Inc.

SUBSIDIARIES:

National Indemnity Company

Columbia Insurance Company


Page 10 of 10 Pages

SCHEDULE 13G

EXHIBIT B

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

The undersigned persons hereby agree that reports on Schedule 13G, and amendments thereto, with respect to the Common Stock of The Dow Chemical Company may be filed in a single statement on behalf of each of such persons, and further, each of such persons designates Warren E. Buffett as its agent and Attorney-in-Fact for the purpose of executing any and all Schedule 13G filings required to be made by it with the Securities and Exchange Commission.

 

Dated: August 14, 2014     /s/  Warren E. Buffett
    Warren E. Buffett

 

    Berkshire Hathaway Inc.
Dated: August 14, 2014     /s/  Warren E. Buffett
    By: Warren E. Buffett
    Title: Chairman and Chief Executive Officer

 

    National Indemnity Company
Dated: August 14, 2014     /s/  Dale D. Geistkemper
    By: Dale D. Geistkemper
    Title: Treasurer

 

    Columbia Insurance Company
Dated: August 14, 2014     /s/  Dale D. Geistkemper
    By: Dale D. Geistkemper
    Title: Treasurer