0001193125-12-096506.txt : 20120305 0001193125-12-096506.hdr.sgml : 20120305 20120305150453 ACCESSION NUMBER: 0001193125-12-096506 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20120305 DATE AS OF CHANGE: 20120305 GROUP MEMBERS: FCM INVESTMENTS GP, LLC GROUP MEMBERS: T. MONTGOMERY JONES SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PROSHARES TRUST CENTRAL INDEX KEY: 0001174610 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-82989 FILM NUMBER: 12666371 BUSINESS ADDRESS: STREET 1: 7501 WISCONSIN AVENUE STREET 2: SUITE 1000 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 240-497-6400 MAIL ADDRESS: STREET 1: 7501 WISCONSIN AVENUE STREET 2: SUITE1000 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: XTRASHARES TRUST DATE OF NAME CHANGE: 20030409 FORMER COMPANY: FORMER CONFORMED NAME: PROFUNDS ETF TRUST DATE OF NAME CHANGE: 20020531 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FCM INVESTMENTS/TX CENTRAL INDEX KEY: 0001061187 IRS NUMBER: 752165222 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2200 ROSS AVE STREET 2: SUITE 4600 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2146656900 MAIL ADDRESS: STREET 1: 2200 ROSS AVENUE STREET 2: STE 4600 WEST CITY: DALLAS STATE: TX ZIP: 75201 SC 13G/A 1 d311140dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

 

ProShares Trust

(Name of issuer)

 

 

 

ProShares UltraShort MSCI Japan

(Title of class of securities)

 

74337R347

(CUSIP number)

 

February 29, 2012

(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 the disclosures provided in a prior cover page.

The information required in 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).

 

 

 


SCHEDULE 13G/A

 

CUSIP No. 74337R347   Page 2 of 7 Pages

 

  (1)   

Names of reporting persons

 

FCM Investments, L.P.

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Texas

Number of

shares

beneficially

owned by

each

reporting

person

with:

  

(5) 

  

Sole voting power

 

0

  

(6)

  

Shared voting power

 

0**

  

(7)

  

Sole dispositive power

 

0

  

(8)

  

Shared dispositive power

 

0**

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

0**

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

0.0%**

(12)

 

Type of reporting person (see instructions)

 

IA, PN

 

**

SEE ITEM 4.


SCHEDULE 13G/A

 

CUSIP No. 74337R347   Page 3 of 7 Pages

 

  (1)   

Names of reporting persons

 

FCM Investments GP, LLC

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Texas

Number of

shares

beneficially

owned by

each

reporting

person

with:

  

(5) 

  

Sole voting power

 

0

  

(6)

  

Shared voting power

 

0**

  

(7)

  

Sole dispositive power

 

0

  

(8)

  

Shared dispositive power

 

0**

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

0**

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

0.0%**

(12)

 

Type of reporting person (see instructions)

 

OO

 

**

SEE ITEM 4.


SCHEDULE 13G/A

 

CUSIP No. 74337R347   Page 4 of 7 Pages

 

  (1)   

Names of reporting persons

 

T. Montgomery Jones

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

United States

Number of

shares

beneficially

owned by

each

reporting

person

with:

  

(5) 

  

Sole voting power

 

0

  

(6)

  

Shared voting power

 

0**

  

(7)

  

Sole dispositive power

 

0

  

(8)

  

Shared dispositive power

 

0**

  (9)

 

Aggregate amount beneficially owned by each reporting person

 

0**

(10)

 

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)    ¨

 

(11)

 

Percent of class represented by amount in Row (9)

 

0.0%**

(12)

 

Type of reporting person (see instructions)

 

IN

 

**

SEE ITEM 4.


  Page 5 of 7 Pages

SCHEDULE 13G/A

This Amendment No. 1 (this “Amendment”) to the Schedule 13G (the “Schedule 13G”) is being filed on behalf of FCM Investments, L.P., a Texas limited partnership (“FCM”), FCM Investments GP, LLC, a Texas limited liability company (the “GP”), and T. Montgomery Jones (collectively, the “Reporting Persons”). T. Montgomery Jones is the principal and sole member of the GP. The GP is the general partner of FCM. FCM serves as the investment advisor to certain private investment funds and managed accounts (collectively, the “Accounts”). This Schedule 13G relates to shares of beneficial interest, no par value, of ProShares UltraShort MSCI Japan (the “Shares”) issued by ProShares Trust, a Maryland trust (the “Issuer”), held by the Accounts.

This Amendment is being filed to report that the Reporting Persons no longer beneficially own the Issuer’s Shares.

 

Item 1(a) Name of Issuer.

ProShares Trust

 

Item 1(b) Address of Issuer’s Principal Executive Offices.

7501 Wisconsin Avenue

Suite 1000

Bethesda, Maryland 20814

 

Item 2(a) Name of Person Filing.

 

  (1)

FCM Investments, L.P.

 

  (2)

FCM Investments GP, LLC

 

  (3)

T. Montgomery Jones

 

Item 2(b) Address of Principal Business Office, or, if none, Residence.

For all Filers:

2200 Ross Avenue, Suite 4600 West

Dallas, TX 75205

 

Item 2(c) Citizenship or Place of Organization.

 

  (1)

FCM Investments, L.P. is a Texas limited partnership.

 

  (2)

FCM Investments GP, LLC is a Texas limited liability company

 

  (3)

T. Montgomery Jones is a U.S. citizen.

 

Item 2(d) Title of Class of Securities.

ProShares UltraShort MSCI Japan


  Page 6 of 7 Pages

 

Item 2(e) CUSIP Number.

74337R347

 

Item 4 Ownership.

The Reporting Persons own 0 Shares.

 

Item 5 Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following x.

 

Item 6 Ownership of More Than Five Percent on Behalf of Another Person.

Inapplicable.

 

Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

Inapplicable.

 

Item 8 Identification and Classification of Members of the Group.

Inapplicable.

 

Item 9 Notice of Dissolution of Group.

Inapplicable.

 

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.

 

Exhibits Exhibit 99-1

Joint Filing Agreement, dated March 5, 2012, between FCM, GP and T. Montgomery Jones.


  Page 7 of 7 Pages

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: March 5, 2012

 

FCM INVESTMENTS, L.P.
By:   FCM Investments GP, LLC        
  its general partner
  By:   /s/ T. Montgomery Jones
    Name: T. Montgomery Jones
    Title: Managing Member
FCM INVESTMENTS GP, LLC
By:   /s/ T. Montgomery Jones
  Name: T. Montgomery Jones
  Title: Managing Member
/s/ T. Montgomery Jones
T. Montgomery Jones
EX-99.1 2 d311140dex991.htm EX-99.1 EX-99.1

EXHIBIT 99-1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the shares of beneficial interest, no par value, of ProShares UltraShort MSCI Japan, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

[Signature Page Follows]


IN WITNESS WHEREOF, the undersigned have executed this Agreement as of March 5, 2012.

 

FCM INVESTMENTS, L.P.
By:   FCM Investments GP, LLC
  its general partner
   
  By:  

/s/ T. Montgomery Jones

    Name: T. Montgomery Jones
    Title: Managing Member
   
FCM INVESTMENTS GP, LLC
By:  

/s/ T. Montgomery Jones

  Name: T. Montgomery Jones
  Title: Managing Member
   

/s/ T. Montgomery Jones

T. Montgomery Jones

Joint Filing Agreement