UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
The Phoenix Companies, Inc. |
(Name of Issuer)
Common Stock, $0.01 par value per share |
(Title of Class of Securities)
71902E604 |
(CUSIP Number)
Joseph Mause Standard General L.P. 767 Fifth Avenue, 12th Floor New York, NY 10153 Tel. No.: 212-257-4701 |
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
December 7, 2015 |
(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 Rule 13d-7 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).
1 | Names of Reporting Persons. Standard General L.P. |
2 | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) [ ] | |
(b) [ ] | |
3 | SEC Use Only |
4 | Source of Funds (See Instructions): AF |
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e): [ ] |
6 | Citizenship or Place of Organization. Delaware |
Number of Shares Beneficially Owned by Each Reporting Person With | 7 Sole Voting Power 0 |
8 Shared Voting Power 298,267 | |
9 Sole Dispositive Power 0 | |
10 Shared Dispositive Power 298,267 |
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 298,267 |
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
13 | Percent of Class Represented by Amount in Row (11) 5.2% |
14 | Type of Reporting Person (See Instructions) IA (investment adviser) |
1 | Names of Reporting Persons. Standard General Master Fund L.P. |
2 | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) [ ] | |
(b) [ ] | |
3 | SEC Use Only |
4 | Source of Funds (See Instructions): WC |
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e): [ ] |
6 | Citizenship or Place of Organization. Cayman Islands |
Number of Shares Beneficially Owned by Each Reporting Person With | 7 Sole Voting Power 0 |
8 Shared Voting Power 215,634 | |
9 Sole Dispositive Power 0 | |
10 Shared Dispositive Power 215,634 |
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 215,634 |
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
13 | Percent of Class Represented by Amount in Row (11) 3.7% |
14 | Type of Reporting Person (See Instructions) PN (partnership) |
1 | Names of Reporting Persons. P Standard General Ltd. |
2 | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) [ ] | |
(b) [ ] | |
3 | SEC Use Only |
4 | Source of Funds (See Instructions): WC |
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e): [ ] |
6 | Citizenship or Place of Organization. British Virgin Islands |
Number of Shares Beneficially Owned by Each Reporting Person With | 7 Sole Voting Power 0 |
8 Shared Voting Power 82,633 | |
9 Sole Dispositive Power 0 | |
10 Shared Dispositive Power 82,633 |
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 82,633 |
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
13 | Percent of Class Represented by Amount in Row (11) 1.4% |
14 | Type of Reporting Person (See Instructions) CO (corporation) |
1 | Names of Reporting Persons. Soohyung Kim |
2 | Check the Appropriate Box if a Member of a Group (See Instructions) |
(a) [ ] | |
(b) [ ] | |
3 | SEC Use Only |
4 | Source of Funds (See Instructions): AF |
5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e): [ ] |
6 | Citizenship or Place of Organization. United States |
Number of Shares Beneficially Owned by Each Reporting Person With | 7 Sole Voting Power 0 |
8 Shared Voting Power 298,267 | |
9 Sole Dispositive Power 0 | |
10 Shared Dispositive Power 298,267 |
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 298,267 |
12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) |
13 | Percent of Class Represented by Amount in Row (11) 5.2% |
14 | Type of Reporting Person (See Instructions) IN |
AMENDMENT NO. 1 TO SCHEDULE 13D
This Amendment No. 1 (the “Amendment”) to Schedule 13D relates to Common Stock, par value $0.01 per share (the “Common Stock”) of The Phoenix Companies, Inc., a Delaware corporation (the “Issuer” or the “Company”). This Amendment is being filed by each of the Reporting Persons to amend the Schedule 13D (the “Schedule 13D”) that was originally filed on July 2, 2015.
This Amendment is being filed to amend and supplement Item 5 of the Schedule 13D as set forth below.
Item 5. | Interest in Securities of the Issuer |
(a) and (b) See Items 7-11 of the cover pages and Item 2 above.
(c) The following tables list the Reporting Persons’ transactions in the Company’s Common Stock during the sixty day period prior to the filing of this Schedule 13D:
Transaction | Date | No. Shares Sold by the Master Fund | No. Shares Sold by P Standard General | Total No. Shares Sold | Price Per Share |
Open market sale | 12/02/2015 | 1,663 | 637 | 2,300 | $ 35.603 |
Open market sale | 12/03/2015 | 5,802 | 2,223 | 8,025 | $ 35.552 |
Open market sale | 12/04/2015 | 1,880 | 720 | 2,600 | $ 35.507 |
Open market sale | 12/07/2015 | 32,623 | 12,501 | 45,124 | $ 35.502 |
Open market sale | 12/08/2015 | 17,351 | 6,649 | 24,000 | $ 35.509 |
(d) Not applicable.
(e) Not applicable.
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.
Date: December 9, 2015
STANDARD GENERAL L.P. | |
By: /s/ Joseph Mause | |
Name: Joseph Mause | |
Title: Chief Financial Officer | |
STANDARD GENERAL MASTER FUND L.P. | |
By: /s/ Joseph Mause | |
Name: Joseph Mause | |
Title: Chief Financial Officer of Standard General L.P., its investment manager | |
P STANDARD GENERAL LTD. | |
By: /s/ Joseph Mause | |
Name: Joseph Mause | |
Title: Chief Financial Officer of Standard General L.P., its investment manager | |
SOOHYUNG KIM | |
/s/ Soohyung Kim | |
Soohyung Kim, Individually | |