0001193125-15-018636.txt : 20150123 0001193125-15-018636.hdr.sgml : 20150123 20150123133900 ACCESSION NUMBER: 0001193125-15-018636 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20150123 DATE AS OF CHANGE: 20150123 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 SEC ACT: 1934 Act SEC FILE NUMBER: 005-82989 FILM NUMBER: 15544799 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 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 1 d858350dsc13g.htm SC 13G SC 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

 

ProShares Trust

(Name of Issuer)

ProShares UltraShort Dow30

(Title of Class of Securities)

74348A590

(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:

x Rule 13d-1(b)

¨ Rule 13d-1(c)

¨ Rule 13d-1(d)

 

 

 

CUSIP No. 74348A590   13G   Page 2 of 7

 

  1   

NAME OF REPORTING PERSONS

 

FCM Investments, L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(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

 

465,605**

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

465,605**

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

465,605**

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.7%**

12  

TYPE OF REPORTING PERSON*

 

IA, PN

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4.

CUSIP No. 74348A590   13G   Page 3 of 7

 

  1   

NAME OF REPORTING PERSONS

 

FCM Investments GP, LLC

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(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

 

465,605**

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

465,605**

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

465,605**

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.7%**

12  

TYPE OF REPORTING PERSON*

 

OO

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4.

CUSIP No. 74348A590   13G   Page 4 of 7

 

  1   

NAME OF REPORTING PERSONS

 

T. Montgomery Jones

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 

(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

 

465,605**

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

465,605**

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

465,605**

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

¨

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.7%**

12  

TYPE OF REPORTING PERSON*

 

IN

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4.

SCHEDULE 13G

This Schedule 13G (this “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 Dow30 (the “Shares”) issued by ProShares Trust, a Maryland trust (the “Issuer”), held by the Accounts.

 

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 Dow30

 

Item 2(e) CUSIP Number.

74348A590

 

5

Item 4 Ownership.

 

  (a) FCM, the GP and T. Montgomery Jones may be deemed the beneficial owners of 465,605 Shares held by the Accounts.

 

  (b) FCM, the GP and T. Montgomery Jones may be deemed the beneficial owners of 5.7% of the outstanding Shares held by the Accounts. This percentage was determined by dividing 465,605 by 8,173,800, which is the number of Shares issued and outstanding.

 

  (c) FCM, the GP and T. Montgomery Jones have the shared power to vote and dispose of the 465,605 Shares beneficially owned by the Accounts.

 

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

Inapplicable.

 

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 January 23, 2015, between FCM, GP and T. Montgomery Jones.

 

6

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: January 23, 2015

 

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

 

7

EX-99.1 2 d858350dex991.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 Dow30, 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 January 23, 2015.

 

  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