0001144204-12-000173.txt : 20120103 0001144204-12-000173.hdr.sgml : 20120102 20120103161730 ACCESSION NUMBER: 0001144204-12-000173 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111230 FILED AS OF DATE: 20120103 DATE AS OF CHANGE: 20120103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Golub Lawrence E CENTRAL INDEX KEY: 0001311018 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 814-00794 FILM NUMBER: 12502267 MAIL ADDRESS: STREET 1: 555 MADISON AVENUE, 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Golub Capital BDC, Inc. CENTRAL INDEX KEY: 0001476765 IRS NUMBER: 272326940 STATE OF INCORPORATION: DE FISCAL YEAR END: 0910 BUSINESS ADDRESS: STREET 1: 150 SOUTH WACKER DRIVE STREET 2: SUITE 800 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-205-5050 MAIL ADDRESS: STREET 1: 150 SOUTH WACKER DRIVE STREET 2: SUITE 800 CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: Golub Capital BDC LLC DATE OF NAME CHANGE: 20091113 4 1 v244378_4.xml OWNERSHIP DOCUMENT X0304 4 2011-12-30 0 0001476765 Golub Capital BDC, Inc. GBDC 0001311018 Golub Lawrence E C/O GOLUB CAPITAL BDC, INC. 150 SOUTH WACKER DRIVE, SUITE 800 CHICAGO IL 60606 1 1 1 0 Chairman Common Stock, par value $0.001 per share 2011-12-30 4 S 0 827283 15.20 D 2658934 I By Golub Capital Company V LLC Common Stock, par value $0.001 per share 2011-12-30 4 S 0 422717 15.20 D 1342090 I By Golub Capital Company VI LLC Common Stock, par value $0.001 per share 48060 I By Golub Capital Incorporated Common Stock, par value $0.001 per share 64295 I By Golub Capital Management LLC Common Stock, par value $0.001 per share 32877 I By Golub Capital Service Company, LLC Common Stock, par value $0.001 per share 6349 I By GCI Operations LLC Common Stock, par value $0.001 per share 152845 I By 555 Madison Investors II, LLC Common Stock, par value $0.001 per share 1981791 I By Golub Capital Company IV, LLC Common Stock, par value $0.001 per share 1752048 I By GEMS Fund, L.P Mr. Golub is a control person of Golub Capital Management LLC, the investment advisor of Golub Capital Company V LLC. Due to his control of and ownership interest in Golub Capital Company V LLC, which directly owns 2,658,934 shares of Common Stock of the Issuer, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity although voting rights to the Common Stock have been passed through to the members of Golub Capital Company V LLC. Mr. Golub disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein. Mr. Golub has a pecuniary interest in 11,184 of the shares of Common Stock of Golub Capital BDC, Inc. being sold in these transactions. To the extent of such pecuniary interest, Mr. Golub's sale of Common Stock of Golub Capital BDC, Inc. reported herein by entities over which Mr. Golub may be viewed as having investment power is matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 11,184 shares of Common Stock, with purchases of 27,768 shares of Common Stock in August and September of 2011. Upon settlement of these sale transactions, Mr. Golub has agreed to pay to Golub Capital BDC, Inc. an aggregate of $9,170.70, representing the full amount of the profit realized by him in connection with the short-swing transactions. On December 30, 2011, Golub Capital Company V LLC and Golub Capital Company VI LLC sold in a block trade to a large institutional investor with existing holdings in Golub Capital BDC, Inc. 827,283 and 422,717 shares of Common Stock, respectively, at a price of $15.20 per share. Golub Capital Company V LLC and Golub Capital Company VI LLC each sold a portion of their shares in order to diversify their investments and will reinvest the proceeds in middle market debt and equity investments. After the sale, Golub Capital Company V LLC and Golub Capital Company VI LLC still directly hold 2,658,934 and 1,342,090 shares of Common Stock, respectively. Mr. Golub is a control person of Golub Capital Management LLC, the investment advisor of Golub Capital Company VI LLC. Due to his control of and ownership interest in Golub Capital Company VI LLC, which directly owns 1,342,090 shares of Common Stock of the Issuer, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity although voting rights to the Common Stock have been passed through to the members of Golub Capital Company VI LLC. Mr. Golub disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein. Due to his control of and ownership interest in Golub Capital Incorporated, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity. These shares will be held for the benefit of employees of Golub Capital Incorporated and vest subject to certain adjustments as specified by the terms of the compensation arrangements. Mr. Golub disclaims beneficial ownership of shares of Common Stock held by Golub Capital Incorporated except to the extent of his pecuniary interest therein. Due to his control of and ownership interest in Golub Capital Management LLC, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity. These shares will be held for the benefit of employees of Golub Capital Management LLC and vest subject to certain adjustments as specified by the terms of the compensation arrangements. Mr. Golub disclaims beneficial ownership of shares of Common Stock held by Golub Capital Management LLC except to the extent of his pecuniary interest therein. Due to his control of and ownership interest in GC Service Company, LLC, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity. These shares will be held for the benefit of employees of GC Service Company, LLC and vest subject to certain adjustments as specified by the terms of the compensation arrangements. Mr. Golub disclaims beneficial ownership of shares of Common Stock held by GC Service Company, LLC except to the extent of his pecuniary interest therein. Due to his control of and ownership interest in GCI Operations LLC, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity. These shares will be held for the benefit of employees of GCI Operations LLC and vest subject to certain adjustments as specified by the terms of the compensation arrangements. Mr. Golub disclaims beneficial ownership of shares of Common Stock held by GCI Operations LLC except to the extent of his pecuniary interest therein. The shares reported herein are directly beneficially owned by 555 Madison Investors II, LLC and held for the benefit of Mr. Golub. Mr. Golub is a control person of Golub Capital Management LLC, the investment advisor of Golub Capital Company IV, LLC. Due to his control of and ownership interest in Golub Capital Company IV, LLC, which directly owns 1,981,791 shares of Common Stock of the Issuer, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity although voting rights to the Common Stock have been passed through to the members of Golub Capital Company IV, LLC. Mr. Golub disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein. Mr. Golub is a control person of GC Advisors LLC, the investment advisor of GEMS Fund, L.P. Due to his control of and ownership interest in GEMS Fund, L.P., which directly owns 1,752,048 shares of Common Stock of the Issuer, Mr. Golub may be viewed as having investment power over all of the shares owned by such entity although voting rights to the Common Stock have been passed through to the limited partners of GEMS Fund, L.P. Mr. Golub disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein. /s/ Lawrence E. Golub 2012-01-03