0001532155-12-000058.txt : 20120214 0001532155-12-000058.hdr.sgml : 20120214 20120214134307 ACCESSION NUMBER: 0001532155-12-000058 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20120214 DATE AS OF CHANGE: 20120214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Cogo Group Inc. CENTRAL INDEX KEY: 0000028367 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 520466460 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-19010 FILM NUMBER: 12607322 BUSINESS ADDRESS: STREET 1: RM. 10001, TOWER C, SKYWORTH BUILDING STREET 2: HIGH-TECH INDUSTRIAL PARK, NANSHAN CITY: SHENZHEN STATE: F4 ZIP: 5180 BUSINESS PHONE: 011.755.267.4327 MAIL ADDRESS: STREET 1: RM. 10001, TOWER C, SKYWORTH BUILDING STREET 2: HIGH-TECH INDUSTRIAL PARK, NANSHAN CITY: SHENZHEN STATE: F4 ZIP: 5180 FORMER COMPANY: FORMER CONFORMED NAME: Cogo Group, Inc. DATE OF NAME CHANGE: 20080513 FORMER COMPANY: FORMER CONFORMED NAME: Comtech Group Inc DATE OF NAME CHANGE: 20040916 FORMER COMPANY: FORMER CONFORMED NAME: TRIDENT ROWAN GROUP INC DATE OF NAME CHANGE: 19960920 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AXA FINANCIAL INC CENTRAL INDEX KEY: 0000888002 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 133623351 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER COMPANY: FORMER CONFORMED NAME: EQUITABLE COMPANIES INC DATE OF NAME CHANGE: 19950721 SC 13G/A 1 cogo1231_g.txt Page 1 of 10 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities exchange Act of 1934 (Amendment No. 2)* COGO GROUP INC ----------------------------------------------------- (NAME OF ISSUER) COM NEW ----------------------------------------------------- (TITLE OF CLASS OF SECURITIES) G22538105 ----------------------------------------------------- (CUSIP NUMBER) December 31, 2011 ----------------------------------------------------- (Date of event which requires filing of this Statement) 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 persons 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). (CONTINUED ON FOLLOWING PAGE(S)) CUSIP NO. G22538105 13G Page 2 of 10 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AXA Assurances I.A.R.D. Mutuelle 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES 5. SOLE VOTING POWER 0 BENEFICIALLY OWNED AS OF 6. SHARED VOTING POWER 1,293,047 December 31, 2011 BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH: 8. SHARED DISPOSITIVE POWER 1,293,047 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 1,293,047 REPORTING PERSON (Not to be construed as an admission of beneficial ownership) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * [X] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.8% 12. TYPE OF REPORTING PERSON * HC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. G22538105 13G Page 3 of 10 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AXA Assurances Vie Mutuelle 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES 5. SOLE VOTING POWER 0 BENEFICIALLY OWNED AS OF 6. SHARED VOTING POWER 1,293,047 December 31, 2011 BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH: 8. SHARED DISPOSITIVE POWER 1,293,047 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 1,293,047 REPORTING PERSON (Not to be construed as an admission of beneficial ownership) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * [X] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.8% 12. TYPE OF REPORTING PERSON * HC CUSIP NO. G22538105 13G Page 4 of 10 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AXA 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION France NUMBER OF SHARES 5. SOLE VOTING POWER 0 BENEFICIALLY OWNED AS OF 6. SHARED VOTING POWER 1,293,047 December 31, 2011 BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH: 8. SHARED DISPOSITIVE POWER 1,293,047 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 1,293,047 (Not to be construed as an admission of beneficial ownership) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * [X] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.8% 12. TYPE OF REPORTING PERSON * HC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. G22538105 13G Page 5 of 10 Pages 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AXA Financial, Inc. 13-3623351 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (A) [ ] (B) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF SHARES 5. SOLE VOTING POWER 0 BENEFICIALLY OWNED AS OF 6. SHARED VOTING POWER 0 December 31, 2011 BY EACH 7. SOLE DISPOSITIVE POWER 0 REPORTING PERSON WITH: 8. SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH 0 REPORTING PERSON (Not to be construed as an admission of beneficial ownership) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * [X] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% 12. TYPE OF REPORTING PERSON * HC * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. G22538105 13G Page 6 of 10 Pages Item 1(a) Name of Issuer: COGO GROUP INC Item 1(b) Address of Issuer's Principal Executive Offices: Room 10001, Tower C, Skyworth Building, High-Tech Industrial Park, Nanshan Shenzhen 518057, PRC Item 2(a) and (b) Name of Person Filing and Address of Principal Business Office: This Schedule 13G is being filed by AXA Financial, Inc.; AXA, which owns AXA Financial, Inc.; and the Mutuelles AXA, which as a group control AXA AXA Assurances I.A.R.D Mutuelle, and AXA Assurances Vie Mutuelle, 26, rue Drouot 75009 Paris, France as a group (collectively, the 'Mutuelles AXA'). AXA 25, avenue Matignon 75008 Paris, France AXA Financial, Inc. 1290 Avenue of the Americas New York, New York 10104 (Please contact Chris Winans (212-314-5519) or Michael Arcaro (212-314-2030) with any questions.) 13G Page 7 of 10 Pages Item 2(c) Citizenship: Mutuelles AXA and AXA - France AXA Financial, Inc. - Delaware Item 2(d) Title of Class of Securities: COM NEW Item 2(e) Cusip Number: G22538105 Item 3. Type of Reporting Person: AXA Financial, Inc. as a parent holding company, in accordance with 240.13d-1(b)(ii)(G). The Mutuelles AXA, as a group, acting as a parent holding company. AXA as a parent holding company. 13G Page 8 of 10 Pages Item 4. Ownership as of December 31, 2011 (a) Amount Beneficially Owned: 1,293,047 shares of common stock (b) Percent of Class: 3.8% (c) Deemed Voting Power and Disposition Power:

(i) (ii) (iii) (iv) Deemed Deemed Deemed Deemed to have to have to have to have Sole Power Shared Power Sole Power Shared Power to Vote to Vote to Dispose to Dispose or to or to or to or to Direct Direct Direct the Direct the the Vote the Vote Disposition Disposition ------------ ------------ ------------ ------------ The Mutuelles AXA, 0 1,293,047 0 1,293,047 AXA, as holding companies

Each of the Mutuelles AXA, as a group, and AXA expressly declares that the filing of this Schedule 13G shall not be construed as an admission that it is, for purposes of Section 13(d) of the Exchange Act, the beneficial owner of any securities covered by this Schedule 13G. AllianceBernstein L.P. is a majority owned subsidiary of AXA Financial, Inc. and an indirect majority owned subsidiary of AXA SA. AllianceBernstein operates under independent management and makes independent decisions from AXA and AXA Financial and their respective subsidiaries and AXA and AXA Financial calculate and report beneficial ownership separately from AllianceBernstein pursuant to guidance provided by the Securities and Exchange Commission in Release Number 34-39538 (January 12, 1998). AllianceBernstein may be deemed to share beneficial ownership with AXA reporting persons by virtue of 0 shares of common stock acquired on behalf of the general and special accounts of the affiliated entities for which AllianceBernstein serves as a subadvisor. Each of Alliance Bernstein and the AXA entities reporting herein acquired their shares of common stock for investment purposes in the ordinary course of their investment management and insurance businesses. Page 9 of 10 Pages 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 person has ceased to be the beneficial owner 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. N/A Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reporting on by the Parent Holding Company: This Schedule 13G is being filed by AXA Financial, Inc.; AXA, which owns AXA Financial, Inc.; and the Mutuelles AXA, which as a group control AXA: (X) in the Mutuelles AXAs' capacity, as a group, acting as a parent holding company with respect to the holdings of the following AXA entity or entities: (X) in AXA's capacity as a parent holding company with respect to the holdings of one or more of the following entities: AXA Investment Managers AXA Investment Managers UK Ltd. AXA Konzern AG AXA Rosenberg Investment Management LLC (X) in AXA Financial, Inc.'s capacity as a parent holding company with respect to the holdings of one or more of the following entities: AXA Equitable Life Insurance Company Mony Life Insurance Company Page 10 of 10 Pages Item 8. Identification and Classification of Members of the Group. N/A Item 9. Notice of Dissolution of Group: N/A Item 10. Certification: By signing below I certify that to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. 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: February 14, 2012 AXA FINANCIAL, INC.* /s/ Alvin H. Fenichel Alvin H. Fenichel Senior Vice President and Chief Accounting Officer *Pursuant to the Joint Filing Agreement with respect to Schedule 13G attached hereto as Exhibit I, among AXA Financial, Inc., AXA Assurances I.A.R.D Mutuelle, AXA Assurances Vie Mutuelle, and AXA, this statement Schedule 13G is filed on behalf of each of them. EX-24 3 cogo1231_e.txt EXHIBIT I JOINT FILING AGREEMENT ---------------------- Each of the undersigned hereby agrees that the Schedule 13G filed herewith is filed jointly, pursuant to Rule 13d-1(b)(1) of the Securities Exchange Act of 1934, as amended on behalf of each of them. Dated: February 14, 2012 AXA Financial, Inc. BY: /s/ Alvin H. Fenichel ----------------------------------------- Alvin H. Fenichel Senior Vice President and Chief Accounting Officer AXA Assurances I.A.R.D. Mutuelle; AXA Assurances Vie Mutuelle; as a group, and AXA Signed on behalf of each of the above entities BY: /s/ Alvin H. Fenichel ----------------------------------------- Alvin H. Fenichel Attorney-in-Fact (Executed pursuant to Powers of Attorney)