0001140361-21-009630.txt : 20210323 0001140361-21-009630.hdr.sgml : 20210323 20210323164511 ACCESSION NUMBER: 0001140361-21-009630 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210323 DATE AS OF CHANGE: 20210323 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LOEWS CORP CENTRAL INDEX KEY: 0000060086 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 132646102 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-30354 FILM NUMBER: 21765333 BUSINESS ADDRESS: STREET 1: 667 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10065-8087 BUSINESS PHONE: 212-521-2000 MAIL ADDRESS: STREET 1: 667 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10065-8087 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TISCH ANDREW H CENTRAL INDEX KEY: 0001009879 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 667 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10021-8087 SC 13D/A 1 brhc10022140_sc13da.htm SC 13D/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
Loews Corporation
(Name of Issuer)

Common Stock
(Title of Class of Securities)

540424-10-8
(CUSIP Number)

Barry L. Bloom
655 Madison Avenue, 11th Floor
New York, NY 10065-8068
(212) 521-2930
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)


March 22, 2021
  
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
 
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d‑7 for other parties to whom copies are to be sent.
 
*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 on 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).
 
SCHEDULE 13D
 
CUSIP No. 540424-10-8
 
Page 2 of 4 Pages

1
NAMES OF REPORTING PERSONS
 
 
Andrew H. Tisch
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
United States
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
14,888,996
 
 
 
 
8
SHARED VOTING POWER
 
 
990,000
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
14,888,996
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
990,000
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
15,878,996
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
6.0%
 
 
 
 
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
IN
 
 
 
 

Item 5.
Interest in Securities of the Issuer.
 
Item 5 is amended by deleting the text thereof in its entirety and replacing it with the following:
 
As of March 22, 2021, Mr. Tisch beneficially owned a total of 15,878,996 shares of Common Stock of the Issuer, including 14,809,184 shares held by trusts of which he is trustee, 990,000 shares held by a charitable foundation of which he is a director, 46,401 shares which he had the right to acquire upon exercise of Stock Appreciation Rights which were then exercisable and 28,509 shares underlying vested RSUs of which he deferred receipt that could be delivered to him within 60 days of March 22, 2021 if his service with the Company were to terminate as of that date. The total number of shares beneficially owned by Mr. Tisch constituted approximately 6.0% of the 263,860,048 shares of Common Stock of the Issuer outstanding on March 22, 2021, according to information provided by the Issuer.
 
Mr. Tisch had sole voting and dispositive power over 14,809,184 shares held by trusts of which he is trustee and would have sole voting and dispositive power over 46,401 shares he had the right to acquire upon exercise of Stock Appreciation Rights if he had exercised them and 28,509 shares underlying vested RSUs if he were to receive them.  Mr. Tisch may be deemed to have shared voting and dispositive power over 990,000 shares held by a charitable foundation of which he is a director.
 
During the 60 days preceding the filing of this statement, the only transactions in the Common Stock of the Issuer engaged in by Mr. Tisch were as follows:  On March 15, 2021, trusts of which Mr. Tisch is trustee distributed 915,618 shares of Common Stock, and trusts of which Mr. Tisch is trustee received gifts totaling 2,586,894 shares of Common Stock, which in each case did not change Mr. Tisch’s beneficial ownership.
 
Page 3 of 4 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

 March 23, 2021
  
 
 
  
 
 
  By:
/s/ Andrew H. Tisch
  
 
  
Andrew H. Tisch
  


Page 4 of 4 Pages