SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 13)*
Keurig Green Mountain, Inc.
(Name of Issuer)
Common Stock, $0.10 par value per share
(Title of Class of Securities)
49271M 10 0
(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-l(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 (“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. 49271M 10 0
| ||||
1 | NAME OF REPORTING PERSONS
Robert P. Stiller
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3 |
SEC USE ONLY
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
| 5 | SOLE VOTING POWER
10,842,582.8
| ||
| 6 | SHARED VOTING POWER
1,289,103.5921
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| 7 | SOLE DISPOSITIVE POWER
10,842,582.8
| |||
| 8 | SHARED DISPOSITIVE POWER
1,289,103.5921
| |||
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,131,686.3921
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
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CERTAIN SHARES ¨
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.5%
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12 |
TYPE OF REPORTING PERSON IN
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| ITEM 1. |
| (a) | NAME OF ISSUER |
Keurig Green Mountain, Inc. (the “Issuer”)
| (b) | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES |
33 Coffee Lane, Waterbury, VT 05676
| ITEM 2. |
| (a) | NAME OF PERSON FILING |
Robert P. Stiller (the “Reporting Person”)
| (b) | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE |
c/o Sunrise Management Services, LLC, 180 Battery Street, Suite 250, Burlington, VT 05401
| (c) | CITIZENSHIP |
United States
| (d) | TITLE OF CLASS OF SECURITIES |
Common Stock, $0.10 par value per share (“Common Stock”)
| (e) | CUSIP NUMBER |
49271M 10 0
| ITEM 3. | IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-l(b) OR 240.13d-2(b) or (c), CHCK WHETHER THE PERSON FILING IS: |
Not Applicable
| ITEM 4. | OWNERSHIP |
The information required by this Item with respect to the Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G.
The percent of class represented by the amount beneficially owned by the Reporting Person is based on 161,675,100 shares of Common Stock outstanding as of January 29, 2015, as disclosed in the Issuer’s Form 10-Q, filed February 4, 2015.
The shares of Common Stock to which the Reporting Person has beneficial ownership through sole voting or dispositive power include (i) 769,602 shares underlying employee stock options of the Issuer and (ii) 3,758,100 shares underlying call options of the Issuer, in each case exercisable within 60 days of December 31, 2014.
The shares of Common Stock to which the Reporting Person has beneficial ownership through shared voting or dispositive power consists of (i) 1,216,781 shares held by Robert P. Stiller Grant Retained Annuity Trust, to which the Reporting Person serves as trustee; (ii) 11,806 shares held by the Stiller Family Foundation, to which the Reporting Person serves as a director; and (iii) 60,516.5921 shares held by 235 ViaV PB LLC, to which the Reporting Person is a majority member.
| 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 |
Not Applicable
| 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 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.
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.
| February 9, 2015 |
| Date |
| /s/ Robert P. Stiller |
| Signature |
| Robert P. Stiller |
| Name |
