Schedule 13G/A

Filed by: WILSON DENNIS J.
Total Shares: 40,213,508
Subject Company: Lululemon Athletica inc. - View Complete Ownership History Backtest
Filed as of Date: 02/14/2014
Event Date: 12/31/2013
Overall % Ownership: 27.7
Theoretical performance if you bought this security on the day the filing was released.
Perf 1d Perf 5d Perf 1m Perf 6m Perf 1y Max Gain # Days to Max Gain Max Loss # Days to Max Loss
0.7248 1.1166 3.0167 -24.8384 29.285 32.1841 239 -27.0323 82

Reporting Persons

Name Sole
Voting Power
Shared
Voting Power
Sole
Dispositive Power
Shared
Dispositive Power
Aggregate
Amount Owned
Percent
of class
Dennis J Wilson 39,944,524 268,984 39,944,524 268,984 40,213,508 27.7%
LIPO Investments (USA), Inc 10,328,858 0 10,328,858 0 10,328,858 7.1%
View Original Filing on Edgar's

Raw Filing Contents

0001193125-14-052139.txt : 20140214
0001193125-14-052139.hdr.sgml : 20140214
20140213215633
ACCESSION NUMBER:		0001193125-14-052139
CONFORMED SUBMISSION TYPE:	SC 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20140214
DATE AS OF CHANGE:		20140213
GROUP MEMBERS:		LIPO INVESTMENTS(USA),INC.

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			lululemon athletica inc.
		CENTRAL INDEX KEY:			0001397187
		STANDARD INDUSTRIAL CLASSIFICATION:	APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300]
		IRS NUMBER:				203842867
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0130

	FILING VALUES:
		FORM TYPE:		SC 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-83038
		FILM NUMBER:		14609239

	BUSINESS ADDRESS:	
		STREET 1:		400 - 1818 CORNWALL AVENUE
		CITY:			VANCOUVER
		STATE:			A1
		ZIP:			V6J 1C7
		BUSINESS PHONE:		604-732-6124

	MAIL ADDRESS:	
		STREET 1:		400 - 1818 CORNWALL AVENUE
		CITY:			VANCOUVER
		STATE:			A1
		ZIP:			V6J 1C7

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Lululemon Corp.
		DATE OF NAME CHANGE:	20070420

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Wilson Dennis J.
		CENTRAL INDEX KEY:			0001407029

	FILING VALUES:
		FORM TYPE:		SC 13G/A

	MAIL ADDRESS:	
		STREET 1:		400 - 1818 CORNWALL AVENUE
		CITY:			VANCOUVER
		STATE:			A1
		ZIP:			V6J 1C7
SC 13G/A 1 d675901dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

Information To Be Included In Statements Filed Pursuant

To Rules 13d-1(b), (c), and (d) and Amendments Thereto Filed

Pursuant To Rule 13d-2

Under the Securities Exchange Act of 1934

(Amendment No. 6)*

 

 

lululemon athletica inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

550021109

(CUSIP Number)

December 31, 2013

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x 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 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).

 

 

 


CUSIP No.550021109  

 

  1.   

Names of Reporting Persons.

 

Dennis J. Wilson

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3.  

SEC Use Only

 

  4.  

Citizenship or Place of Organization

 

Canada

Number of

Shares

Beneficially by  

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

39,944,524

   6.   

Shared Voting Power

 

268,984

   7.   

Sole Dispositive Power

 

39,944,524

   8.   

Shared Dispositive Power

 

268,984

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

40,213,508

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).

 

11.  

Percent of Class Represented by Amount in Row (9)

 

27.7%(1)

12.  

Type of Reporting Person (See Instructions):

 

IN

 

(1) Based on 115,223,687 shares of common stock of the issuer outstanding as of December 9, 2013, and 29,982,922 exchangeable shares of Lulu Canada, which exchangeable shares are exchangeable for an equal number of shares of the issuer’s common stock, outstanding as of December 9, 2013.

 

(Page 2 of 7 Pages)


CUSIP No.550021109  

 

  1.   

Names of Reporting Persons.

 

LIPO Investments (USA), Inc.

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ¨        (b)  ¨

 

  3.  

SEC Use Only

 

  4.  

Citizenship or Place of Organization

 

British Columbia, Canada

Number of

Shares

Beneficially by  

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

10,328,858

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

10,328,858

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

10,328,858

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions).

 

11.  

Percent of Class Represented by Amount in Row (9)

 

7.1%(1)

12.  

Type of Reporting Person (See Instructions):

 

CO

 

(1) Based on 115,223,687 shares of common stock of the issuer outstanding as of December 9, 2013, and 29,982,922 exchangeable shares of Lulu Canada, which exchangeable shares are exchangeable for an equal number of shares of the issuer’s common stock, outstanding as of December 9, 2013.

 

(Page 3 of 7 Pages)


Item 1.     
  (a)    Name of Issuer:
     lululemon athletica inc. (the “Company”)
  (b)    Address of Issuer’s Principal Executive Offices:
     400 – 1818 Cornwall Avenue
     Vancouver, British Columbia, Canada V6J 1C7
Item 2.     
  (a)    Name of Person Filing:
     Dennis J. Wilson
     LIPO Investments (USA), Inc.
  (b)    Address of Principal Business Office or, if None, Residence:
     #2 – 2108 West 4th Avenue
     Vancouver, B.C.
     V6K 1N6
  (c)    Citizenship:
     Dennis J. Wilson – Canada
     LIPO Investments (USA), Inc. is a corporation organized under the laws of the Province of British Columbia.
  (d)    Title of Class of Securities:
     Common Stock, par value $0.005 per share (“Common Stock”)
  (e)    CUSIP Number:
     550021109
Item 3.   If this statement is filed pursuant to §§240.13d-l(b) or 240.13d-2(b) or (c), check whether the person filing is a:
  (a)   

¨      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)   

¨      An investment adviser in accordance with §240.13d-l(b)(l)(ii)(E);

  (f)   

¨      An employee benefit plan or endowment fund in accordance with §240.13d-l(b)(l)(ii)(F);

 

(Page 4 of 7 Pages)


  (g)   ¨    A parent holding company or control person in accordance with § 240.13d-l(b)(l)(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)   ¨    Group, in accordance with §240.13d-l(b)(l)(ii)(J).
    x    Not applicable.

 

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) Amount beneficially owned: Dennis J. Wilson beneficially owns an aggregate of 40,213,508 shares of Common Stock. Such amount includes 29,520,956 shares of Common Stock issuable upon the exchange of exchangeable shares of Lulu Canadian Holding, Inc. held by Mr. Wilson, 268,984 shares of Common Stock issuable upon the exchange of exchangeable shares of Lulu Canadian Holding, Inc. held by Mr. Wilson’s wife, 10,328,858 shares of Common Stock held by LIPO Investments (USA), Inc., an entity which Mr. Wilson controls, 91,760 shares of Common Stock issuable upon the exchange of exchangeable shares of Lulu Canadian Holding, Inc. held by Five Boys Investments ULC, an entity which Mr. Wilson controls, and 2,950 shares of Common Stock issued or issuable within 90 days of December 31, 2013 pursuant to options, restricted stock and/or restricted stock unit awards held by Mr. Wilson. Lulu Canadian Holding, Inc. is the Company’s indirect wholly owned subsidiary. Exchangeable shares of Lulu Canadian Holding, Inc. may be exchanged on a one-for-one basis for shares of the Company’s Common Stock.

 

  (b) Percentage of Class:

 

    Dennis J. Wilson: 27.7%

 

    LIPO Investments (USA), Inc.: 7.1%

 

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

 

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

 

    Dennis J. Wilson: 39,944,524

 

    LIPO Investments (USA), Inc.: 10,328,858

 

  (ii) Shared power to vote or to direct the vote:

 

    Dennis J. Wilson: 268,984

 

    LIPO Investments (USA), Inc.: 0

 

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

 

    Dennis J. Wilson: 39,944,524

 

(Page 5 of 7 Pages)


    LIPO Investments (USA), Inc.: 10,328,858

 

  (iv) Shared power to dispose or to direct the disposition of:

 

    Dennis J. Wilson: 268,984

 

    LIPO Investments (USA), Inc.: 0

 

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  ¨

 

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.

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.

Not applicable.

 

(Page 6 of 7 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.

Date: February 13, 2014

 

 

/s/ Dennis J. Wilson

  Dennis J. Wilson
LIPO Investments (USA), Inc.
By:  

/s/ Dennis J. Wilson

  Dennis J. Wilson
  Authorized Officer

 

(Page 7 of 7 Pages)

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