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. 3)
DIRECTV
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
25490A309
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1 (b) |
| x | 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. 25490A309 | 13G | Page 2 of 20 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 | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 31,353,468 Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 31,353,468 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 31,353,468 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 6.2% | |||||
| 12 | TYPE OF REPORTING PERSON IN | |||||
| CUSIP No. 25490A309 | 13G | Page 3 of 20 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 | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 31,353,468 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 31,353,468 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 31,353,468 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 6.2% | |||||
| 12 | TYPE OF REPORTING PERSON HC, CO | |||||
| CUSIP No. 25490A309 | 13G | Page 4 of 20 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 | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 17,691,364 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 17,691,364 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,691,364 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 3.5% | |||||
| 12 | TYPE OF REPORTING PERSON IC, CO | |||||
| CUSIP No. 25490A309 | 13G | Page 5 of 20 Pages |
| 1 | NAME OF REPORTING PERSON GEICO Corporation | |||||
| 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 | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 17,250,170 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 17,250,170 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,250,170 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 3.4% | |||||
| 12 | TYPE OF REPORTING PERSON HC, CO | |||||
| CUSIP No. 25490A309 | 13G | Page 6 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Government Employees 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 Maryland | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 16,869,270 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 16,869,270 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,869,270 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 3.4% | |||||
| 12 | TYPE OF REPORTING PERSON IC, CO | |||||
| CUSIP No. 25490A309 | 13G | Page 7 of 20 Pages |
| 1 | NAME OF REPORTING PERSON GEICO 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 Maryland | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 380,900 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 380,900 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 380,900 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 0.1% | |||||
| 12 | TYPE OF REPORTING PERSON IC, CO | |||||
| CUSIP No. 25490A309 | 13G | Page 8 of 20 Pages |
| 1 | NAME OF REPORTING PERSON National Fire and Marine 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 | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 6,926,575 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 6,926,575 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,926,575 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 1.4% | |||||
| 12 | TYPE OF REPORTING PERSON IC, CO | |||||
| CUSIP No. 25490A309 | 13G | Page 9 of 20 Pages |
| 1 | NAME OF REPORTING PERSON FlightSafety International Inc. Retirement Income Plan | |||||
| 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 New York | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 314,200 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 314,200 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 314,200 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 0.1% | |||||
| 12 | TYPE OF REPORTING PERSON EP | |||||
| CUSIP No. 25490A309 | 13G | Page 10 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Fruit of the Loom Pension Trust | |||||
| 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 Kentucky | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 258,000 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 258,000 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 258,000 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 0.1% | |||||
| 12 | TYPE OF REPORTING PERSON EP | |||||
| CUSIP No. 25490A309 | 13G | Page 11 of 20 Pages |
| 1 | NAME OF REPORTING PERSON GEICO Corporation Pension Plan Trust | |||||
| 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 Maryland | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 1,471,272 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 1,471,272 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,471,272 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 0.3% | |||||
| 12 | TYPE OF REPORTING PERSON EP | |||||
| CUSIP No. 25490A309 | 13G | Page 12 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Johns Manville Corporation Master Pension Trust | |||||
| 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 Colorado | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 629,908 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 629,908 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 629,908 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 0.1% | |||||
| 12 | TYPE OF REPORTING PERSON EP | |||||
| CUSIP No. 25490A309 | 13G | Page 13 of 20 Pages |
| 1 | NAME OF REPORTING PERSON BNSF Master Retirement Trust | |||||
| 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 Texas | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 2,835,851 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 2,835,851 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,835,851 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 1.0% | |||||
| 12 | TYPE OF REPORTING PERSON EP | |||||
| CUSIP No. 25490A309 | 13G | Page 14 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Lubrizol Master Trust Pension | |||||
| 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 Ohio | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 623,000 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 623,000 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 623,000 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 0.1% | |||||
| 12 | TYPE OF REPORTING PERSON EP | |||||
| CUSIP No. 25490A309 | 13G | Page 15 of 20 Pages |
| 1 | NAME OF REPORTING PERSON General Re Corporation Employee Retirement Trust | |||||
| 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 | 5 | SOLE VOTING POWER NONE | ||||
| 6 | SHARED VOTING POWER 603,298 shares of Common Stock | |||||
| 7 | SOLE DISPOSITIVE POWER NONE | |||||
| 8 | SHARED DISPOSITIVE POWER 603,298 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 603,298 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 0.1% | |||||
| 12 | TYPE OF REPORTING PERSON EP | |||||
| CUSIP No. 25490A309 | 13G | Page 16 of 20 Pages |
| 1 | NAME OF REPORTING PERSON R. Ted Weschler | |||||
| 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 | 5 | SOLE VOTING POWER 1,627,432 shares of Common Stock | ||||
| 6 | SHARED VOTING POWER 0 | |||||
| 7 | SOLE DISPOSITIVE POWER 1,627,432 shares of Common Stock | |||||
| 8 | SHARED DISPOSITIVE POWER 85,136 shares of Common Stock | |||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,712,568 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 0.5% | |||||
| 12 | TYPE OF REPORTING PERSON IN | |||||
SCHEDULE 13G
Item 1.
| (a) | Name of Issuer |
DIRECTV
| (b) | Address of Issuer’s Principal Executive Offices |
2230 East Imperial Highway, El Segundo, CA 90245
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
National Indemnity Company
3024 Harney Street
Omaha, Nebraska 68131
Nebraska corporation
Government Employees Insurance Company
One GEICO Plaza
Washington, DC 20076
Maryland Corporation
National Fire and Marine Insurance Company
3024 Harvey Street
Omaha, NE 68154
Nebraska Corporation
FlightSafety International Inc. Retirement Income Plan
c/o FlightSafety International Inc.
LaGuardia Airport
Flushing, NY 11371
New York
GEICO Corporation Pension Plan Trust
c/o GEICO Corporation
1 Geico Plaza
Washington, DC 20076
Maryland
Berkshire Hathaway Inc.
3555 Farnam Street
Omaha, Nebraska 68131
Delaware corporation
GEICO Corporation
One GEICO Plaza
Washington, DC 20076
Delaware Corporation
GEICO Indemnity Company
One GEICO Plaza
Washington, D.C. 20076
Maryland corporation
Fruit of the Loom Pension Trust
c/o Fruit of the Loom
1 Fruit of the Loom Drive
Bowling Green, KY 42102
Kentucky
Johns Manville Corporation Master Pension Trust
c/o Johns Manville Corporation
717 17th Street
Denver, CO 80202
Colorado
Page 17 of 20 Pages
BNSF Master Retirement Trust
c/o BNSF Railway
2650 Lou Menk Drive
Fort Worth, TX 76131
Texas
General Re Corporation Employee Retirement Trust
120 Long Ridge Road
Stamford, CT 06902
Delaware
Lubrizol Master Trust Pension
c/o The Lubrizol Corporation
29400 Lakeland Blvd.
Wickliffe, Ohio 44092
Ohio
R. Ted Weschler
404 East Main Street
Charlottesville, VA 22902
United States Citizen
| (d) | Title of Class of Securities |
Common Stock
| (e) | CUSIP Number |
25490A309
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:
Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.), Berkshire Hathaway Inc. and GEICO Corporation are each a Parent Holding Company or Control Person, in accordance with § 240.13d-1(b)(1)(ii)(G).
National Indemnity Company, National Fire and Marine Insurance Company, Government Employees Insurance Company and GEICO Indemnity Company are each an Insurance Company as defined in section 3(a)(19) of the Act.
FlightSafety International Inc. Retirement Income Plan, Fruit of the Loom Pension Trust, GEICO Corporation Pension Plan Trust, Johns Manville Corporation Master Pension Trust, BNSF Master Retirement Trust, Lubrizol Master Trust Pension and the General Re Corporation Employee Retirement Trust are each an Employee Benefit Plan in accordance with § 240.13d-1(b)(1)(ii)(F).
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.
| (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.
Page 18 of 20 Pages
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.
See Exhibit A
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 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 19 of 20 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 17th day of February, 2015
| /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, NATIONAL FIRE AND MARINE INSURANCE COMPANY, GEICO CORPORATION, GOVERNMENT EMPLOYEES INSURANCE COMPANY, GEICO INDEMNITY COMPANY, FLIGHTSAFETY INTERNATIONAL INC. RETIREMENT INCOME PLAN, FRUIT OF THE LOOM PENSION TRUST, GEICO CORPORATION PENSION PLAN TRUST, JOHNS MANVILLE CORPORATION MASTER PENSION TRUST, BNSF MASTER RETIREMENT TRUST, LUBRIZOL MASTER TRUST PENSION AND GENERAL RE CORPORATION EMPLOYEE RETIREMENT TRUST | ||
| By: | /s/ Warren E. Buffett | |
Warren E. Buffett Attorney-in-Fact | ||
/s/ R. Ted Weschler R. Ted Weschler | ||
Page 20 of 20 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.
GEICO Corporation
INSURANCE COMPANIES AS DEFINED IN SECTION 3(a)(19) OF THE ACT:
National Indemnity Company
National Fire and Marine Insurance Company
Government Employees Insurance Company
GEICO Indemnity Company
EMPLOYEE BENEFIT PLANS IN ACCORDANCE WITH § 240.13d-1-(b)(1)(ii)(F)
FlightSafety International Inc. Retirement Income Plan
Fruit of the Loom Pension Trust
GEICO Corporation Pension Plan Trust
Johns Manville Corporation Master Pension Trust
BNSF Master Retirement Trust
Lubrizol Master Trust Pension
General Re Corporation Employee Retirement Trust
OTHER MEMBER OF FILING GROUP
R. Ted Weschler
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 DIRECTV 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: February 17, 2015 | /S/ Warren E. Buffett | |||||
| Warren E. Buffett | ||||||
| Berkshire Hathaway Inc. | ||||||
| Dated: February 17, 2015 | /S/ Warren E. Buffett | |||||
| By: | Warren E. Buffett | |||||
| Title: | Chairman of the Board | |||||
| National Indemnity Company | ||||||
| Dated: February 17, 2015 | /S/ Marc D. Hamburg | |||||
| By: | Marc D. Hamburg | |||||
| Title: | Chairman of the Board | |||||
| GEICO Corporation | ||||||
| Dated: February 17, 2015 | /S/ Michael H. Campbell | |||||
| By: | Michael H. Campbell | |||||
| Title: | Vice President | |||||
| Government Employees Insurance Company | ||||||
| Dated: February 17, 2015 | /S/ Michael H. Campbell | |||||
| By: | Michael H. Campbell | |||||
| Title: | Senior Vice President | |||||
| GEICO Indemnity Company | ||||||
| Dated: February 17, 2015 | /S/ Michael H. Campbell | |||||
| By: | Michael H. Campbell | |||||
| Title: | Senior Vice President | |||||
| Flightsafety International Inc. Retirement Income Plan | ||||||
| Dated: February 17, 2015 | /S/ Bruce Whitman | |||||
| By: | Bruce Whitman | |||||
| Title: | President and Chief Executive Officer, | |||||
| FlightSafety International, Inc. | ||||||
| Fruit of the Loom Pension Trust | ||||||
| Dated: February 17, 2015 | /S/ Rick Medlin | |||||
| By: | Rick Medlin | |||||
| Title: | President and Chief Executive Officer, Fruit of the Loom | |||||
| GEICO Corporation Pension Plan Trust | ||||||
| Dated: February 17, 2015 | /S/ Michael H. Campbell | |||||
| By: | Michael H. Campbell | |||||
| Title: | President and Chief Executive Officer, GEICO Corporation | |||||
| Johns Manville Corporation Master Pension Plan | ||||||
| Dated: February 17, 2015 | /S/ Mary Rhinehart | |||||
| By: | Mary Rhinehart | |||||
| Title: | President and Chief Executive Officer | |||||
| Johns Manville Corporation | ||||||
| National Fire and Marine Insurance Company | ||||||
| Dated: February 17, 2015 | /S/ Marc D. Hamburg | |||||
| By: | Marc D. Hamburg | |||||
| Title: | Chairman | |||||
| General Re Corporation Employee Retirement Trust | ||||||
| Dated: February 17, 2015 | /S/ William Gasdaska | |||||
| By: | William Gasdaska | |||||
| Title: | Executive Vice President | |||||
| General Re Corporation | ||||||
| BNSF Master Retirement Trust | ||||||
| Dated: February 17, 2015 | /S/ Julie Piggott | |||||
| By: | Julie Piggott | |||||
| Title: | Vice President, Burlington Northern Santa Fe, LLC | |||||
| Lubrizol Master Trust Pension | ||||||
| Dated: February 17, 2015 | /S/ Brian Valentine | |||||
| By: | Brian Valentine | |||||
| Title: | Vice President, The Lubrizol Corporation | |||||
| Dated: February 17, 2015 | /S/ R. Ted Weschler | |||||
| By: | R. Ted Weschler | |||||