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
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States Citizen
| |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
NONE
| ||||
| 6 | SHARED VOTING POWER
72,603,000 shares of Common Stock
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| 7 | SOLE DISPOSITIVE POWER
NONE
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| 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%
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| 12 | TYPE OF REPORTING PERSON
IN
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| CUSIP No. 260543103 | 13G | Page 3 of 10 Pages |
| 1 | NAME OF REPORTING PERSON
Berkshire Hathaway Inc.
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| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) x
(b) ¨
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| 3 | SEC USE ONLY
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
| |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | 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
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| 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
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
State of Nebraska
| |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | 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) ¨
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| 3 | SEC USE ONLY
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| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
State of Nebraska
| |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | 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 | ||||