SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
TRUSTEES OF GENERAL ELECTRIC PENSION TRUST

(Last) (First) (Middle)
3001 SUMMER STREET

(Street)
STAMFORD CT 06905

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DOUGLAS DYNAMICS, INC [ PLOW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
COMMON STOCK 05/20/2011 S 916,851 D $14.2 466,188 D(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
TRUSTEES OF GENERAL ELECTRIC PENSION TRUST

(Last) (First) (Middle)
3001 SUMMER STREET

(Street)
STAMFORD CT 06905

(City) (State) (Zip)
1. Name and Address of Reporting Person*
G E ASSET MANAGEMENT INC

(Last) (First) (Middle)
3001 SUMMER STREET

(Street)
STAMFORD CT 06905

(City) (State) (Zip)
Explanation of Responses:
1. Consists of shares held directly by General Electric Pension Trust ("GEPT") as to which it has 100% pecuniary interest. GE Asset Management Incorporated ("GEAM") is the investment manager of GEPT. GEAM shares voting and dispositive power over the shares herein reported and may be deemed to be the beneficial owner of such shares for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. GEAM has no pecuniary interest in such shares and reports no shares owned.
Remarks:
GEPT and GEAM may be deemed to beneficially own more than the number of the issuer's outstanding common stock disclosed above based upon GEPT being part of a "group" as described in Rule 13d-5(b) of the Securities Exchange Act of 1934, as amended, by virtue of being a party to that certain Second Amended and Restated Securityholders Agreement, as amended, filed as Exhibit 10.38 to the issuer's Registration Statement on Form S-1 (File No. 333-164590). GEPT and GEAM each disclaim beneficial ownership of all securities other than those reported above, and this report shall not be deemed an admission that such a group exists or that any reporting person is the beneficial owner of the securities of such group for purposes of Section 16 or for any other purpose.
By: /s/ Michael M. Pastore, Senior Vice President and Deputy General Counsel 05/20/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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