UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
Baker Hughes, a GE company
(Name of Issuer)
Class A common stock, par value $0.0001 per share
(Title of Class of Securities)
05722G 100
(CUSIP Number)
Christoph A. Pereira
Vice President, Chief Risk Officer and Chief Corporate Counsel
General Electric Company
41 Farnsworth Street
Boston, Massachusetts 02210
617-443-2952
With a Copy to:
John A. Marzulli, Jr.
Rory O'Halloran
Waajid Siddiqui
Shearman & Sterling LLP
599 Lexington Avenue
New York, NY 10022-6069
212-848-4000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September 16, 2019
(Date of Event Which Requires Filing of this Statement)
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 ⬜.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7(b) for other parties to whom copies are to be sent.
- 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 ("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. 05722G 100 | SCHEDULE 13D | Page 2 of 10 Pages | ||||
1 | NAME OF REPORTING PERSONS | |||||
General Electric Company | ||||||
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | ||||||
2 | (a) ⬜ | |||||
(b) ⬜ | ||||||
3 | SEC USE ONLY | |||||
4 | SOURCE OF FUNDS (See Instructions) | |||||
WC | ||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ⬜ | ||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
New York | ||||||
7 | SOLE VOTING POWER | |||||
0 | ||||||
NUMBER OF SHARES | SHARED VOTING POWER | |||||
BENEFICIALLY OWNED | 8 | |||||
BY EACH REPORTING | 377,427,884 | |||||
PERSON WITH | ||||||
9 | SOLE DISPOSITIVE POWER | |||||
0 | ||||||
10 | SHARED DISPOSITIVE POWER | |||||
377,427,884 | ||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
377,427,884 | ||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) | ⬜ | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||||
36.8%(1) | ||||||
14 | TYPE OF REPORTING PERSON (See Instructions) | |||||
CO | ||||||
- Based on 649,140,143 shares of Class A Common Stock, $0.0001 par value per share ("Class A Common Stock"), of Baker Hughes, a GE company, a Delaware corporation ("BHGE" or the "Issuer"), outstanding as of September 6, 2019 (as adjusted to give effect to the transactions effected September 16, 2019, in connection with the Second Secondary Offering and the Second Secondary Repurchase (each as defined in the Amended Schedule 13D) (the "September 16 Transactions")), and 377,427,884 shares of Class B Common Stock, $0.0001 par value per share ("Class B Common Stock"), of BHGE, outstanding as of September 6, 2019 (as adjusted to give effect to the September 16 Transactions).
CUSIP No. 05722G 100 | SCHEDULE 13D | Page 3 of 10 Pages |
1 | NAME OF REPORTING PERSONS | ||||
GE Investments, LLC | |||||
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | |||||
2 | (a) ⬜ | ||||
(b) ⬜ | |||||
3 | SEC USE ONLY | ||||
4 | SOURCE OF FUNDS (See Instructions) | ||||
WC | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ⬜ | |||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Delaware | |||||
7 | SOLE VOTING POWER | ||||
0 | |||||
NUMBER OF SHARES | SHARED VOTING POWER | ||||
BENEFICIALLY OWNED | 8 | ||||
BY EACH REPORTING | 0 | ||||
PERSON WITH | |||||
9 | SOLE DISPOSITIVE POWER | ||||
0 | |||||
10 | SHARED DISPOSITIVE POWER | ||||
0 | |||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
0 | |||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) | ⬜ | |||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||
0%(1) | |||||
14 | TYPE OF REPORTING PERSON (See Instructions) | ||||
CO | |||||
- Based on 649,140,143 shares of Class A Common Stock, $0.0001 par value per share, of BHGE, outstanding as of September 6, 2019 (as adjusted to give effect to the September 16 Transactions), and 377,427,884 shares of Class B Common Stock, $0.0001 par value per share, of BHGE, outstanding as of September 6, 2019 (as adjusted to give effect to the September 16 Transactions).
SIP No. 05722G 100 | SCHEDULE 13D | Page 4 of 10 Pages | ||||
1 | NAME OF REPORTING PERSONS | |||||
GE Oil & Gas US Holdings IV, Inc. | ||||||
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | ||||||
2 | (a) ⬜ | |||||
(b) ⬜ | ||||||
3 | SEC USE ONLY | |||||
4 | SOURCE OF FUNDS (See Instructions) | |||||
WC | ||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ⬜ | ||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
Delaware | ||||||
7 | SOLE VOTING POWER | |||||
0 | ||||||
NUMBER OF SHARES | SHARED VOTING POWER | |||||
BENEFICIALLY OWNED | 8 | |||||
BY EACH REPORTING | 0 | |||||
PERSON WITH | 9 | SOLE DISPOSITIVE POWER | ||||
0 | ||||||
10 | SHARED DISPOSITIVE POWER | |||||
0 | ||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
0 | ||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) | ⬜ | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||||
0%(1) | ||||||
14 | TYPE OF REPORTING PERSON (See Instructions) | |||||
CO | ||||||
- Based on 649,140,143 shares of Class A Common Stock, $0.0001 par value per share, of BHGE, outstanding as of September 6, 2019 (as adjusted to give effect to the September 16 Transactions), and 377,427,884 shares of Class B Common Stock, $0.0001 par value per share, of BHGE, outstanding as of September 6, 2019 (as adjusted to give effect to the September 16 Transactions).
SIP No. 05722G 100 | SCHEDULE 13D | Page 5 of 10 Pages | ||||
1 | NAME OF REPORTING PERSONS | |||||
GE Holdings (US), Inc. | ||||||
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) | ||||||
2 | (a) ⬜ | |||||
(b) ⬜ | ||||||
3 | SEC USE ONLY | |||||
4 | SOURCE OF FUNDS (See Instructions) | |||||
WC | ||||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ⬜ | ||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||||
Delaware | ||||||
7 | SOLE VOTING POWER | |||||
0 | ||||||
NUMBER OF SHARES | SHARED VOTING POWER | |||||
BENEFICIALLY OWNED | 8 | |||||
BY EACH REPORTING | 0 | |||||
PERSON WITH | 9 | SOLE DISPOSITIVE POWER | ||||
0 | ||||||
10 | SHARED DISPOSITIVE POWER | |||||
0 | ||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||
0 | ||||||
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) | ⬜ | ||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | |||||
0%(1) | ||||||
14 | TYPE OF REPORTING PERSON (See Instructions) | |||||
CO | ||||||
- Based on 649,140,143 shares of Class A Common Stock, $0.0001 par value per share, of BHGE, outstanding as of September 6, 2019 (as adjusted to give effect to the September 16 Transactions), and 377,427,884 shares of Class B Common Stock, $0.0001 par value per share, of BHGE, outstanding as of September 6, 2019 (as adjusted to give effect to the September 16 Transactions).
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GE - General Electric Company published this content on 16 September 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 September 2019 21:06:02 UTC