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*
BERKSHIRE HATHAWAY INC

(Last) (First) (Middle)
3555 FARNAM STREET

(Street)
OMAHA NE 68131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
USG CORP [ USG ]
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)
04/04/2014
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 04/04/2014 C 1,480,263 A $11.4 39,941,051 I See footnotes (2), (3), and (4)(2)(3)(4)
Common Stock 04/07/2014 C 815,350 A $11.4 40,756,401 I See footnotes (2), (3), and (4)(2)(3)(4)
Common Stock 04/11/2014 C 2,631,579 A $11.4 43,387,980 I See footnotes (2), (3), and (4)(2)(3)(4)
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
10% Contingent Convertible Senior Notes due 2018 (1) 04/04/2014 C $16,875,000 02/09/2009 11/30/2018 Common Stock 1,480,263 $16,875,000 $39,295,000 I See footnotes (2), (3), and (4)(2)(3)(4)
10% Contingent Convertible Senior Notes due 2018 (1) 04/07/2014 C $9,295,000 02/09/2009 11/30/2018 Common Stock 815,350 $9,295,000 $30,000,000 I See footnotes (2), (3), and (4)(2)(3)(4)
10% Contingent Convertible Senior Notes due 2018 (1) 04/11/2014 C $30,000,000 02/09/2009 11/30/2018 Common Stock 2,631,579 $30,000,000 $0 I See footnotes (2), (3), and (4)(2)(3)(4)
1. Name and Address of Reporting Person*
BERKSHIRE HATHAWAY INC

(Last) (First) (Middle)
3555 FARNAM STREET

(Street)
OMAHA NE 68131

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BUFFETT WARREN E

(Last) (First) (Middle)
3555 FARNAM STREET

(Street)
OMAHA NE 68131

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
NATIONAL INDEMNITY CO

(Last) (First) (Middle)
3024 HARNEY STREET

(Street)
OMAHA NE 68131

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The 10% Contingent Convertible Senior Notes due 2018 ("Notes") were convertible into shares of USG Common Stock, $0.10 par value ("Shares"), at an initial conversion price of $11.40 per share, subject to adjustment under certain circumstances.
2. Following the transactions reported on this Form 4, the Shares are owned by four subsidiaries of Berkshire Hathaway Inc. ("Berkshire") as follows: National Indemnity Company ("NICO") (17,072,192 Shares), Berkshire Hathaway Life Insurance Company of Nebraska ("BH Nebraska") (14,035,088 Shares), Berkshire Hathaway Assurance Corporation ("BH Assurance") (7,894,736 Shares) and General Re Life Corporation ("General Re Life") (4,385,964 Shares).
3. $30 million aggregate principal amount of Notes held by BH Nebraska were converted into 2,631,579 Shares, $16,875,000 aggregate principal amount of Notes held by BH Assurance were converted into 1,480,263 Shares and $9,295,000 aggregate principal amount of Notes held by General Re Life were converted into 815,350 Shares. Such conversions occurred following receipt of notice of redemption of the converted Notes.
4. As Berkshire and NICO are each in the chain of ownership of BH Nebraska and BH Assurance, each of Berkshire and NICO may be deemed presently to both beneficially own and have a pecuniary interest in the Shares presently owned by BH Nebraska and BH Assurance. As Berkshire is in the chain of ownership of General Re Life, Berkshire may be deemed presently to both beneficially own and have a pecuniary interest in the Shares presently owned by General Re Life. Warren E. Buffett, as controlling shareholder of Berkshire, may be deemed presently to beneficially own, but only to the extent he has a pecuniary interest in, the Shares presently owned by BH Nebraska, BH Assurance and General Re Life. Mr. Buffett disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
/s/ Berkshire Hathaway Inc., by Marc D. Hamburg 04/14/2014
/s/ Warren E. Buffett 04/14/2014
/s/ National Indemnity Company, by Marc D. Hamburg 04/14/2014
** 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).
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