0001172661-13-000514.txt : 20130214 0001172661-13-000514.hdr.sgml : 20130214 20130214112212 ACCESSION NUMBER: 0001172661-13-000514 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130214 DATE AS OF CHANGE: 20130214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RETAIL OPPORTUNITY INVESTMENTS CORP CENTRAL INDEX KEY: 0001407623 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 260500600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83227 FILM NUMBER: 13608074 BUSINESS ADDRESS: STREET 1: 3 MANHATTANVILLE ROAD CITY: PURCHASE STATE: NY ZIP: 10577 BUSINESS PHONE: 9142728067 MAIL ADDRESS: STREET 1: 3 MANHATTANVILLE ROAD CITY: PURCHASE STATE: NY ZIP: 10577 FORMER COMPANY: FORMER CONFORMED NAME: NRDC Acquisition Corp. DATE OF NAME CHANGE: 20070724 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Walleye Trading LLC CENTRAL INDEX KEY: 0001388391 IRS NUMBER: 141931232 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 14601 27TH AVE N STREET 2: SUITE 102 CITY: PLYMOUTH STATE: MN ZIP: 55447 BUSINESS PHONE: 952-345-6605 MAIL ADDRESS: STREET 1: 14601 27TH AVE N STREET 2: SUITE 102 CITY: PLYMOUTH STATE: MN ZIP: 55447 SC 13G/A 1 ROIC123112a1.htm SCHEDULE 13G HOLDINGS REPORT AMENDMENT



 

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

 

SCHEDULE 13G/A

 

Under the Securities Exchange Act of 1934

(Amendment No. 1)*



 

Retail Opportunity Investments Corp
(Name of Issuer)

 

 

Common Stock
(Title of Class of Securities)

 

 

76131N101
(CUSIP Number)

 

December 31, 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)

o Rule 13d-1(c)

o 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 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).

 


 

 

CUSIP No.  76131N101
 SCHEDULE 13G/A
Page 2 of 8 Pages
         
1
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 
 
Walleye Trading, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
 
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware, United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
3,539,082
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
3,539,082
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
3,539,082
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.69%
12
TYPE OF REPORTING PERSON (See Instructions)
 
BD

 

 
 


 

CUSIP No.  76131N101
 SCHEDULE 13G/A
Page 3 of 8 Pages
         
1
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 
 
Walleye Trading Advisors, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
 
3
SEC USE ONLY
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Minnesota, United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
6
SHARED VOTING POWER
 
3,539,082
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
3,539,082
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
3,539,082
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
 
 
o
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.69%
12
TYPE OF REPORTING PERSON (See Instructions)
 
PN

 

 
 

 

CUSIP No.  76131N101
 SCHEDULE 13G/A
Page 4 of 8 Pages

 

Item 1.(a) Name of Issuer

Retail Opportunity Investments Corp

(b) Address of Issuer’s Principal Executive Offices

81 Main Street, Suite 503

White Plains, NY 10601

Item 2.(a) Name of Person Filing

(i) Walleye Trading, LLC

(ii) Walleye Trading Advisors, LLC, the Manager of Walleye Trading, LLC

Walleye Trading, LLC and Walleye Trading Advisors, LLC are herein referred to as the "Reporting Persons".

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

14601 27th Ave. N, Suite. 102

Plymouth, MN 55447

(c) Citizenship

Please refer to Item 4 on each cover sheet for each filing person 

 (d) Title of Class of Securities

Exchange Traded Fund

 (e) CUSIP No.:

76131N101

 
 

 

CUSIP No.  76131N101
 SCHEDULE 13G/A
Page 5 of 8 Pages

 

 

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

  (a) x Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
 
  (b) ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
 
  (c) ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
 
  (d) ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
 
  (e) o An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
 
  (f) ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
 
  (g) ¨ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
 
  (h) ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
  (i) ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
 
  (j) ¨ A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
 
  (k) ¨ A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:                            
       

 

 
 

 

CUSIP No. 76131N101
 SCHEDULE 13G/A
Page 6 of 8 Pages

 

 

Item 4. Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

A. Walleye Trading, LLC

 

(a) Amount beneficially owned: 3,539,082

(b) Percent of class: 6.69%

(c) Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 3,539,082

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 3,539,082

B. Walleye Trading Advisors, LLC

 

(a) Amount beneficially owned: 3,539,082

(b) Percent of class: 6.69%

(c) Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 3,539,082

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 3,539,082

 
 

 

CUSIP No.  76131N101
 SCHEDULE 13G/A
Page 7 of 8 Pages

 

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

 

Not Applicable

 

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

 

Not Applicable

 

Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

 

Not Applicable

 

Item 8. Identification and Classification of Members of the Group

 

Not Applicable

 

Item 9. Notice of Dissolution of Group

 

Not Applicable

 

Item 10. Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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, other than activities solely in connection with a nomination under §240.14a–11.

 

 

 
 
CUSIP No. 76131N101
 SCHEDULE 13G/A
Page 8 of 8 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.

 

Dated: February 14, 2013

 

 

  Walleye Trading, LLC
       
  By: Peter Goddard  
    Name:  Peter Goddard
    Title:  Chief Compliance Officer

 

  Walleye Trading Advisors, LLC
       
  By:  Peter Goddard   
    Name:   Peter Goddard 
    Title:  Chief Compliance Officer