0001144204-11-020394.txt : 20110406 0001144204-11-020394.hdr.sgml : 20110406 20110406110604 ACCESSION NUMBER: 0001144204-11-020394 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110406 DATE AS OF CHANGE: 20110406 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: 11742268 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: BRINKER CAPITAL INC CENTRAL INDEX KEY: 0001502976 IRS NUMBER: 232829742 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1055 WESTLAKE DRIVE STREET 2: SUITE 250 CITY: BERWYN STATE: PA ZIP: 19312 BUSINESS PHONE: 610 407 5500 MAIL ADDRESS: STREET 1: 1055 WESTLAKE DRIVE STREET 2: SUITE 250 CITY: BERWYN STATE: PA ZIP: 19312 SC 13G 1 v217695_sc13g.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
SCHEDULE 13G
 
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
(Amendment No. )*
 
 
ProShares Trust
 
 
 
(Name of Issuer)
 
     
 
Exchange Traded Fund
 
 
 
(Title of Class of Securities)
 
     
 
74347X658
 
 
 
(CUSIP Number)
 
     
 
03/02/11
 
 
 
(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)
 
(*) 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 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).
 
 
 

 
 
CUSIP NO. 74347X658
 
 
1. NAMES OF REPORTING PERSONS
 
Brinker Capital Inc.
 
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
 
(a) ¨
 
(b) ¨
 
Not Applicable
 
3. SEC USE ONLY
 
 
4. CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
5.
SOLE VOTING POWER
 
None
   
6.
SHARED VOTING POWER
 
56,972
   
7.
SOLE DISPOSITIVE POWER
 
None
   
8.
SHARED DISPOSITIVE POWER
 
56,972
 
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
56,972
 
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See instructions)
 
Not Applicable/
 
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW ( 9)
_22.8____%
 
 
12. TYPE OF REPORTING PERSON (See instructions)
 
IA
 
 
Page 2 of 6

 
 
Item 1(a). Name of Issuer:
 
ProShares Trust
 
Item 1(b). Address of Issuer's Principal Executive Offices:
 
7501 Wisconsin Ave, Ste 1000
 
Bethesda, MD 20814
 
Item 2(a). Name of Person Filing:
 
Brinker Capital Inc.
 
Item 2(b). Address of Principal Business Office, or if None, Residence:
 
1055 Westlakes Drive, Suite 250, Berwyn, PA 19312
 
Item 2(c). Citizenship:
 
Delaware
 
Item 2(d). Title of Class of Securities:
 
Exchange Traded Fund
 
Item 2(e). CUSIP Number:
 
74347X658
 
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:
 
Brinker Capital Inc.
 
(e) x An investment adviser in accordance with §240.13d -1(b)(1) (ii)(E);
 
 
Page 3 of 6

 
   
Item 4. Ownership
 
Brinker Capital Inc.:
   
 
(a) Amount beneficially owned: 56,972
   
 
(b) Percent of class:_22.8%
   
 
(c) Number of shares as to which such person has:
   
  (i) Sole power to vote or to direct the vote
   
 
None.
   
 
(ii) Shared power to vote or to direct the vote
   
 
56,972
   
 
(iii) Sole power to dispose or to direct the disposition of
   
 
None.
   
 
(iv) Shared power to dispose or to direct the disposition of
   
 
56,972
 
**Note 1** Brinker Capital Inc. ("Brinker"), an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, furnishes investment advice to  un-registered  accounts (collectively, the "Accounts"). In its role as investment adviser or manager, Brinker possesses shared voting and investment power over securities of the Issuer described in this schedule that are owned by the Accounts, and may be deemed to be the  beneficial owner of such shares of the Issuer held by the Accounts.  However, all securities reported in this schedule are owned by the Accounts. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Brinker disclaims beneficial ownership of such securities. In addition, the filing of this schedule shall not be construed as an admission that the reporting person or any of its affiliates is the beneficial owner of any securities covered by this Schedule 13G for any other purposes than Section 13(d) of the Exchange Act.
 
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: ¨
 
Not Applicable
 
 
Page 4 of 6

 
 
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
 
The Accounts described in Note 1 above have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities held in their respective accounts. Brinker Capital disclaims beneficial ownership of all such securities.
 
 
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
 
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.
 
 
Page 5 of 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.
 
Brinker Capital Inc.
 
By:
/s/ Michael Kutsaya
Name:
Michael Kutsaya
Title:
Director of Operations
 
Date: April 6, 2011
 
 
Page 6 of 6