SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
§240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a)
(Amendment No. 11)
Fresh Del Monte Produce Inc.
(Name of Issuer)
Ordinary Shares, par value $0.01 per share
(Title of Class of Securities)
G36738105
(CUSIP Number)
Bruce A. Jordan
Senior Vice President, General Counsel and Secretary
Fresh Del Monte Produce Inc.
c/o Del Monte Fresh Produce Company
241 Sevilla Avenue
Coral Gables, Florida 33134
(305) 520-8400
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
January 6, 2017
(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 which 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 §240.13d-7 for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosure 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. G36738105 | 13D | Page 2 of 54 |
1. | NAMES OF REPORTING PERSONS
Mohammad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
5,387,118(1) (See Item 5) | ||||
8. | SHARED VOTING POWER
12,765,030 (1) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
5,387,118(1) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(1) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
18,152,148(1) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
35.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(1) | Amounts representing Ordinary Shares over which Mr. Abu-Ghazaleh has sole voting power and sole or shared dispositive power exclude 20,000 Ordinary Shares over which Mahira Nabulsi Abu-Ghazaleh, Mr. Abu-Ghazalehs spouse, has shared voting power and sole dispositive power. The amount of Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power includes such 20,000 Ordinary Shares. |
CUSIP No. G36738105 | 13D | Page 3 of 54 |
1. | NAMES OF REPORTING PERSONS
Amir Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
3,292,042 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
3,292,042 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,292,042 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.5% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 4 of 54 |
1. | NAMES OF REPORTING PERSONS
Oussama Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,886,489 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,886,489 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,886,489 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.7% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 5 of 54 |
1. | NAMES OF REPORTING PERSONS
Sumaya Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,731,666 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,731,666 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,731,666 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 6 of 54 |
1. | NAMES OF REPORTING PERSONS
Maher Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
2,320,179 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
2,320,179 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,320,179 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 7 of 54 |
1. | NAMES OF REPORTING PERSONS
Wafa Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
309,901 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
309,901 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
309,901 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 8 of 54 |
1. | NAMES OF REPORTING PERSONS
Hanan Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
300,490 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
300,490 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
300,490 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.6% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 9 of 54 |
1. | NAMES OF REPORTING PERSONS
Fatima Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
257,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
257,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
257,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 10 of 54 |
1. | NAMES OF REPORTING PERSONS
Nariman Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
200,652 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
200,652 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
200,652 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 11 of 54 |
1. | NAMES OF REPORTING PERSONS
Maha Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
197,134 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
197,134 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
197,134 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 12 of 54 |
1. | NAMES OF REPORTING PERSONS
Mahira Nabulsi Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0(1) (See Item 5) | ||||
8. | SHARED VOTING POWER
20,000(1) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
20,000(1) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0(1) (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,000(1) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(1) | Amounts exclude 5,387,118 Ordinary Shares over which Mohammad Abu-Ghazaleh, Mrs. Abu-Ghazalehs spouse, has sole voting power and sole dispositive power and 12,745,030 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. Mrs. Abu-Ghazaleh expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
CUSIP No. G36738105 | 13D | Page 13 of 54 |
1. | NAMES OF REPORTING PERSONS
Ahmad Mohammad Ahmad Abu Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 14 of 54 |
1. | NAMES OF REPORTING PERSONS
Basma Amir Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 15 of 54 |
1. | NAMES OF REPORTING PERSONS
Hani Maher Abou-Ghazaleh Al-Jaouhari | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (1) (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (1) (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (1) (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
(1) | Represents 15,000 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari, its sole shareholder. Mr. Abou-Ghazaleh expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP No. G36738105 | 13D | Page 16 of 54 |
1. | NAMES OF REPORTING PERSONS
Mohamed Amir Ahmed Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 17 of 54 |
1. | NAMES OF REPORTING PERSONS
Rasha Mohamad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 18 of 54 |
1. | NAMES OF REPORTING PERSONS
Sima Maher Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States and Lebanon (dual citizenship) | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 19 of 54 |
1. | NAMES OF REPORTING PERSONS
Sumaya Mohamad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 20 of 54 |
1. | NAMES OF REPORTING PERSONS
Farah Sheik Alsagha | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Syria | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 21 of 54 |
1. | NAMES OF REPORTING PERSONS
Rabie Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 22 of 54 |
1. | NAMES OF REPORTING PERSONS
Royal Executive Services S.P.A. | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 23 of 54 |
1. | NAMES OF REPORTING PERSONS
Ghada Abdullah Hasan Yabroudi | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Lebanon | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
15,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
15,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 24 of 54 |
1. | NAMES OF REPORTING PERSONS
Mohamed Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
14,273 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
14,273 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,273 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 25 of 54 |
1. | NAMES OF REPORTING PERSONS
Mazen Abou Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Arab Emirates | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
12,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
12,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 26 of 54 |
1. | NAMES OF REPORTING PERSONS
Omar Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
11,600 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
11,600 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,600 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 27 of 54 |
1. | NAMES OF REPORTING PERSONS
Yasmina Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
11,600 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
11,600 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,600 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 28 of 54 |
1. | NAMES OF REPORTING PERSONS
Abdulaziz Shikh Al Sagha | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Syria | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 29 of 54 |
1. | NAMES OF REPORTING PERSONS
Oussama Glilah | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,500 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,500 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,500 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 30 of 54 |
1. | NAMES OF REPORTING PERSONS
Amir Mohamed Amir Aboughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 31 of 54 |
1. | NAMES OF REPORTING PERSONS
Aya Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 32 of 54 |
1. | NAMES OF REPORTING PERSONS
Mohamad Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 33 of 54 |
1. | NAMES OF REPORTING PERSONS
Saif Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 34 of 54 |
1. | NAMES OF REPORTING PERSONS
Tara Ahmad Abu-Ghazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Jordan | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 35 of 54 |
1. | NAMES OF REPORTING PERSONS
Layla Ali Farouki | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 36 of 54 |
1. | NAMES OF REPORTING PERSONS
Layan Abou-Ghazaleh Raizan | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Chile | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
10,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
10,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 37 of 54 |
1. | NAMES OF REPORTING PERSONS
Tarek Maher Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
6,654 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
6,654 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,654 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 38 of 54 |
1. | NAMES OF REPORTING PERSONS
Kareem Zaki Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
5,000 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
5,000 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,000 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 39 of 54 |
1. | NAMES OF REPORTING PERSONS
Doha Challah Abughazaleh | |||||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
3. | SEC USE ONLY
| |||||
4. | SOURCE OF FUNDS
N/A | |||||
5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Canada | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7. | SOLE VOTING POWER
0 (See Item 5) | ||||
8. | SHARED VOTING POWER
450 (See Item 5) | |||||
9. | SOLE DISPOSITIVE POWER
450 (See Item 5) | |||||
10. | SHARED DISPOSITIVE POWER
0 (See Item 5) | |||||
11. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
450 (See Item 5) | |||||
12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1% (See Item 5) | |||||
14. | TYPE OF REPORTING PERSON
IN |
CUSIP No. G36738105 | 13D | Page 40 of 54 |
This Amendment No. 11 (Amendment No. 11) to Schedule 13D amends and supplements the statement on Schedule 13D originally filed on September 17, 1998, as amended by Amendment No. 1 thereto filed on January 28, 1999, Amendment No. 2 thereto filed on July 30, 2003, Amendment No. 3 thereto filed on November 13, 2007, Amendment No. 4 thereto filed on February 24, 2009, Amendment No. 5 thereto filed on June 15, 2009, Amendment No. 6 thereto filed on January 26, 2010, Amendment No. 7 thereto filed on July 7, 2010, Amendment No. 8 thereto filed on March 17, 2011, Amendment No. 9 thereto filed on February 3, 2015 and Amendment No. 10 thereto filed on February 17, 2016 (as so amended, the Schedule 13D), with respect to the Ordinary Shares, $0.01 par value per share (the Ordinary Shares), of Fresh Del Monte Produce Inc., a Cayman Islands exempted company (the Company). This Amendment No. 11 amends Items 2 through 6 in order to update information therein, including to update Item 5 to reflect the current beneficial ownership and the percentage of the class of Ordinary Shares beneficially owned by the Reporting Persons, as adjusted from the information previously set forth in the Schedule 13D to reflect immaterial acquisitions and dispositions and the number of outstanding Ordinary Shares as of the date set forth on the cover of this Amendment No. 11. Except as otherwise set forth herein, this Amendment No. 11 does not modify any of the information previously reported by the Reporting Persons in the Schedule 13D or reflect any change in information from the date set forth on the cover of this Amendment No. 11 through the date set forth on the signature pages of this Amendment No. 11. Unless otherwise indicated, each capitalized term used but not defined herein shall have the meaning assigned to such term in the Schedule 13D.
Item 2. | Identity and Background. |
The response set forth in Item 2 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
This Amendment No. 11 is hereby filed by the Reporting Persons.
(a) Names of the Reporting Persons.
(1) Mohammad Abu-Ghazaleh
(2) Amir Abu-Ghazaleh
(3) Oussama Abu-Ghazaleh
(4) Sumaya Abu-Ghazaleh
(5) Maher Abu-Ghazaleh
(6) Wafa Abu-Ghazaleh
(7) Hanan Abu-Ghazaleh
(8) Fatima Abu-Ghazaleh
(9) Nariman Abu-Ghazaleh
(10) Maha Abu-Ghazaleh
CUSIP No. G36738105 | 13D | Page 41 of 54 |
(11) Mahira Nabulsi Abu-Ghazaleh
(12) Ahmad Mohammad Ahmad Abu Ghazaleh
(13) Basma Amir Abu-Ghazaleh
(14) Hani Maher Abou-Ghazaleh Al-Jaouhari
(15) Mohamed Amir Ahmed Abughazaleh
(16) Rasha Mohamad Abu-Ghazaleh
(17) Sima Maher Abu-Ghazaleh
(18) Sumaya Mohamad Abu-Ghazaleh
(19) Farah Sheik Alsagha
(20) Rabie Glilah
(21) Royal Executive Services S.P.A.
(22) Ghada Abdullah Hasan Yabroudi
(23) Mohamed Glilah
(24) Mazen Abou Ghazaleh
(25) Omar Abu-Ghazaleh
(26) Yasmina Abu-Ghazaleh
(27) Abdulaziz Shikh Al Sagha
(28) Oussama Glilah
(29) Amir Mohamed Amir Abughazaleh
(30) Aya Ahmad Abu-Ghazaleh
(31) Mohamad Ahmad Abu-Ghazaleh
(32) Saif Ahmad Abu-Ghazaleh
(33) Tara Ahmad Abu-Ghazaleh
(34) Layla Ali Farouki
(35) Layan Abou-Ghazaleh Raizan
CUSIP No. G36738105 | 13D | Page 42 of 54 |
(36) Tarek Maher Abughazaleh
(37) Kareem Zaki Abughazaleh
(38) Doha Challah Abughazaleh
The Schedule 13D previously included certain additional individuals as Reporting Persons who no longer beneficially own any Ordinary Shares and are no longer Reporting Persons for purposes of this Schedule 13D.
(b) Residence or business address of the Reporting Persons.
(1) The business address of each of Mohammad Abu-Ghazaleh, Oussama Abu-Ghazaleh and Mahira Nabulsi Abu-Ghazaleh is c/o Del Monte Fresh Produce (Chile) S.A., Avenida Santa Maria 6330, Vitacura, Santiago, Chile.
(2) The business address of each of Amir Abu-Ghazaleh, Sumaya Abu-Ghazaleh, Maher Abu-Ghazaleh, Wafa Abu-Ghazaleh, Hanan Abu-Ghazaleh, Fatima Abu-Ghazaleh, Nariman Abu-Ghazaleh, Maha Abu-Ghazaleh, Ahmad Mohammad Ahmad Abu Ghazaleh, Basma Amir Abu-Ghazaleh, Mohamed Amir Ahmed Abughazaleh, Rasha Mohamad Abu-Ghazaleh, Sima Maher Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Farah Sheik Alsagha, Rabie Glilah, Ghada Abdullah Hasan Yabroudi, Mohamed Glilah, Mazen Abou Ghazaleh, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Abdulaziz Shikh Al Sagha, Oussama Glilah, Amir Mohamed Amir Abughazaleh, Aya Ahmad Abu-Ghazaleh, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh, Tara Ahmad Abu-Ghazaleh, Layla Ali Farouki, Tarek Maher Abughazaleh, Kareem Zaki Abughazaleh and Doha Challah Abughazaleh is c/o Ahmed Abu-Ghazaleh & Sons Co. Ltd., No. 18, Hamariya Fruit & Vegetable Market, Dubai, United Arab Emirates.
(3) The business address of each of Royal Executive Services S.P.A., Hani Maher Abou-Ghazaleh Al-Jaouhari and Layan Abou-Ghazaleh Raizan is Callao 2970, Of. 309 - Las Condes, Santiago, Chile.
(c) Present principal occupation or employment.
(1) Mohammad Abu-Ghazalehs present principal occupation is Chairman of the Board, Director and Chief Executive Officer of the Company. The Companys global business is primarily the worldwide sourcing, transportation and marketing of fresh and fresh-cut produce. The Companys principal executive office is located at c/o Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman, KY1-9005, Cayman Islands, and its U.S. executive office is located at c/o Del Monte Fresh Produce Company, 241 Sevilla Avenue, Coral Gables, Florida, 33134.
(2) Amir Abu-Ghazalehs present principal occupation is General Manager of Abu-Ghazaleh International Company. The principal business of Abu-Ghazaleh International Company is the distribution and marketing of fresh produce. The address of Abu-Ghazaleh International Company is P.O. Box 1767, Dubai, United Arab Emirates. Amir Abu-Ghazaleh is also a Director of the Company.
(3) Oussama Abu-Ghazalehs present principal occupation is as an individual investor.
(4) Sumaya Abu-Ghazaleh is retired.
CUSIP No. G36738105 | 13D | Page 43 of 54 |
(5) Maher Abu-Ghazalehs present principal occupation is Managing Director of Suma International General Trading and Contracting Company, whose principal business is cold storage and whose address is P.O. Box 215 Safat, 13003 Kuwait.
(6) Each of Wafa Abu-Ghazaleh, Hanan Abu-Ghazaleh, Fatima Abu-Ghazaleh, Nariman Abu-Ghazaleh, Maha Abu-Ghazaleh, Mahira Nabulsi Abu-Ghazaleh, Basma Amir Abu-Ghazaleh, Rasha Mohamad Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Farah Sheik Alsagha, Rabie Glilah, Ghada Abdullah Hasan Yabroudi, Mohamed Glilah, Mazen Abou Ghazaleh, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Oussama Glilah, Amir Mohamed Amir Abughazaleh, Aya Ahmad Abu-Ghazaleh, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh, Tara Ahmad Abu-Ghazaleh, Layla Ali Farouki, Layan Abou-Ghazaleh Raizan and Doha Challah Abughazaleh currently is not employed outside the home.
(7) Ahmad Mohammad Ahmad Abu Ghazalehs present principal occupation is Chief Executive Officer of Arab Wings, a provider of private jet charter and aircraft management services. The address of Arab Wings is P.O. Box 15031 Amman 11134 Jordan.
(8) Hani Maher Abou-Ghazaleh Al-Jaouharis present principal occupation is Chief Executive Officer of Royal Executive Services S.P.A. Royal Executive Services S.P.A. is a Chilean corporation and a provider of executive concierge services. The address of Royal Executive Services S.P.A. is Callao 2970, Of. 309 - Las Condes, Santiago, Chile. Royal Executive Services S.P.A. is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari.
(9) Mohamed Amir Ahmed Abughazalehs present principal occupation is Managing Director of Univest LLC, a real estate consulting firm. The address of Univest LLC is P.O. Box: 1767, Dubai, United Arab Emirates.
(10) Sima Maher Abu-Ghazalehs present principal occupation is Assistant Teacher.
(11) Abdulaziz Shikh Al Saghas present principal occupation is Intern at The Capital Trust Group, a private equity, corporate advisory and real estate firm. The address of The Capital Trust Group is 49 Mount Street, London, W1K 2SD, United Kingdom.
(12) Tarek Maher Abughazalehs present principal occupation is Project Manager at Clemenceau Medical Center. The address of Clemenceau Medical Center is Clemenceau Street, P.O. Box 11-2555, Beirut, Lebanon.
(13) Kareem Zaki Abughazalehs present principal occupation is General Manager of District Investment & Development, a real estate development firm in the United Arab Emirates.
(d) None of the Reporting Persons, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors).
(e) None of the Reporting Persons, during the last five years, was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
CUSIP No. G36738105 | 13D | Page 44 of 54 |
(f) Citizenship.
(1) Each of Mohammad Abu-Ghazaleh, Amir Abu-Ghazaleh, Wafa Abu-Ghazaleh, Hanan Abu-Ghazaleh, Fatima Abu-Ghazaleh, Nariman Abu-Ghazaleh, Maha Abu-Ghazaleh, Mahira Nabulsi Abu-Ghazaleh, Ahmad Mohammad Ahmad Abu Ghazaleh, Rasha Mohamad Abu-Ghazaleh, Sumaya Mohamad Abu-Ghazaleh, Amir Mohamed Amir Abughazaleh, Aya Ahmad Abu-Ghazaleh, Mohamad Ahmad Abu-Ghazaleh, Saif Ahmad Abu-Ghazaleh and Tara Ahmad Abu-Ghazaleh is a citizen of Jordan.
(2) Each of Oussama Abu-Ghazaleh, Hani Maher Abou-Ghazaleh Al-Jaouhari and Layan Abou-Ghazaleh Raizan is a citizen of Chile.
(3) Each of Sumaya Abu-Ghazaleh, Maher Abu-Ghazaleh, Basma Amir Abu-Ghazaleh, Sima Maher Abu-Ghazaleh and Ghada Abdullah Hasan Abdullah Yabroudi is a citizen of Lebanon.
(4) Kareem Zaki Abughazaleh is a citizen of the United Kingdom.
(5) Each of Mohamed Amir Ahmed Abughazaleh and Mazen Abou Ghazaleh is a citizen of the United Arab Emirates.
(6) Each of Sima Maher Abu-Ghazaleh, Omar Abu-Ghazaleh, Yasmina Abu-Ghazaleh, Layla Ali Farouki and Tarek Maher Abughazaleh is a citizen of the United States.
(7) Each of Farah Sheik Alsagha and Abdulaziz Shikh Al Sagha is a citizen of Syria.
(8) Each of Rabie Glilah, Mohamed Glilah and Oussama Glilah is a citizen of Belgium.
(9) Doha Challah Abughazaleh is a citizen of Canada.
Item 3. | Source and Amount of Funds or Other Consideration. |
The response set forth in Item 3 of the Schedule 13D is hereby amended by adding to the end of Item 3 the following:
On May 3, 2016, Sumaya Abu-Ghazaleh gifted 10,000 Ordinary Shares to Layan Abou-Ghazaleh Raizan. On January 6, 2017, Sumaya Abu-Ghazaleh gifted 10,000 Ordinary Shares to Amir Mohamed Amir Abughazaleh.
Item 4. | Purpose of Transaction. |
The response set forth in Item 4 of the Schedule 13D is hereby amended by adding to the end of Item 4 the following:
On May 3, 2016, Hani Maher Abou-Ghazaleh Al-Jaouhari, for and on behalf as parent/legal guardian of Layan Abou-Ghazaleh Raizan, entered into a Joinder to Amended and Restated Voting Agreement in the form previously filed as Exhibit 18 to this Schedule 13D, resulting in the joinder of Layan Abou-Ghazaleh Raizan as a party to the Voting Agreement (as defined in Item 6 below).
On January 6, 2017, Mohamed Amir Ahmed Abughazaleh, for and on behalf as parent/legal guardian of Amir Mohamed Amir Abughazaleh, entered into a Joinder to Amended and Restated Voting Agreement in the form previously filed as Exhibit 18 to this Schedule 13D, resulting in the joinder of Amir Mohamed Amir Abughazaleh as a party to the Voting Agreement (as defined in Item 6 below).
CUSIP No. G36738105 | 13D | Page 45 of 54 |
Item 5. | Interest in Securities of the Issuer. |
The response set forth in Item 5 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
(a) The following table sets forth, as of the date set forth on the cover of this Amendment No. 11, the aggregate number and percentage of Ordinary Shares beneficially owned by each Reporting Person. Each Reporting Person other than Mohammad Abu-Ghazaleh disclaims beneficial ownership of the Ordinary Shares held by each other Reporting Person except to the extent of such Reporting Persons pecuniary interest therein. To the best knowledge of the Reporting Persons, and except as described herein, none of Reporting Persons own or beneficially own any additional Ordinary Shares.
Ordinary Shares Beneficially Owned | ||||||||||||||||||||
Reporting Person |
Outstanding Ordinary Shares |
Ordinary Shares Underlying Currently Outstanding Restricted Share Units and Related Dividend Equivalent Units |
Ordinary Shares Underlying Currently Outstanding Stock Options |
Aggregate Ordinary Shares Beneficially Owned |
Percentage of Class Beneficially Owned(1) |
|||||||||||||||
Mohammad Abu-Ghazaleh(2) |
18,066,348 | 53,600 | 32,200 | 18,152,148 | 35.6 | % | ||||||||||||||
Amir Abu-Ghazaleh |
3,292,042 | | | 3,292,042 | 6.5 | % | ||||||||||||||
Oussama Abu-Ghazaleh |
2,886,489 | | | 2,886,489 | 5.7 | % | ||||||||||||||
Sumaya Abu-Ghazaleh |
2,731,666 | | | 2,741,666 | 5.4 | % | ||||||||||||||
Maher Abu-Ghazaleh |
2,320,179 | | | 2,320,179 | 4.6 | % | ||||||||||||||
Wafa Abu-Ghazaleh |
309,901 | | | 309,901 | 0.6 | % | ||||||||||||||
Hanan Abu-Ghazaleh |
300,490 | | | 300,490 | 0.6 | % | ||||||||||||||
Fatima Abu-Ghazaleh |
257,000 | | | 257,000 | 0.5 | % | ||||||||||||||
Nariman Abu-Ghazaleh |
200,652 | | | 200,652 | 0.4 | % | ||||||||||||||
Maha Abu-Ghazaleh |
197,134 | | | 197,134 | 0.4 | % | ||||||||||||||
Mahira Nabulsi Abu-Ghazaleh(3) |
20,000 | | | 20,000 | * | |||||||||||||||
Ahmad Mohammad Ahmad Abu Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Basma Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Hani Maher Abou-Ghazaleh Al-Jaouhari(4) |
15,000 | | | 15,000 | * | |||||||||||||||
Mohamed Amir Ahmed Abughazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Rasha Mohamad Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Sima Maher Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Sumaya Mohamad Abu-Ghazaleh |
15,000 | | | 15,000 | * | |||||||||||||||
Farah Sheik Alsagha |
15,000 | | | 15,000 | * | |||||||||||||||
Rabie Glilah |
15,000 | | | 15,000 | * | |||||||||||||||
Royal Executive Services S.P.A.(4) |
15,000 | | | 15,000 | * | |||||||||||||||
Ghada Abdullah Hasan Yabroudi |
15,000 | | | 15,000 | * | |||||||||||||||
Mohamed Glilah |
14,273 | | | 14,273 | * | |||||||||||||||
Mazen Abou Ghazaleh |
12,500 | | | 12,500 | * | |||||||||||||||
Omar Abu-Ghazaleh |
11,600 | | | 11,600 | * | |||||||||||||||
Yasmina Abu-Ghazaleh |
11,600 | | | 11,600 | * | |||||||||||||||
Abdulaziz Shikh Al Sagha |
10,500 | | | 10,500 | * | |||||||||||||||
Oussama Glilah |
10,500 | | | 10,500 | * | |||||||||||||||
Amir Mohamed Amir Abughazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Aya Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Mohamad Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Saif Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Tara Ahmad Abu-Ghazaleh |
10,000 | | | 10,000 | * | |||||||||||||||
Layla Ali Farouki |
10,000 | | | 10,000 | * | |||||||||||||||
Layan Abou-Ghazaleh Raizan |
10,000 | | | 10,000 | * | |||||||||||||||
Tarek Maher Abughazaleh |
6,654 | | | 6,654 | * | |||||||||||||||
Kareem Zaki Abughazaleh |
5,000 | | | 5,000 | * | |||||||||||||||
Doha Challah Abughazaleh |
450 | | | 450 | * |
* | Less than 0.1%. |
(1) | Based on 50,947,556 Ordinary Shares outstanding as of January 6, 2017. |
CUSIP No. G36738105 | 13D | Page 46 of 54 |
(2) | Amounts representing outstanding Ordinary Shares and aggregate Ordinary Shares beneficially owned by Mr. Abu-Ghazaleh include 20,000 Ordinary Shares over which Mahira Nabulsi Abu-Ghazaleh, Mr. Abu-Ghazalehs spouse, has shared voting power and sole dispositive power. |
(3) | Amounts exclude 5,387,118 Ordinary Shares over which Mohammad Abu-Ghazaleh, Mrs. Abu-Ghazalehs spouse, has sole voting power and sole dispositive power and 12,745,030 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. Mrs. Abu-Ghazaleh expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(4) | Amounts represent 15,000 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari, its sole shareholder. Mr. Abou-Ghazaleh expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
(b) The following table sets forth, as of the date set forth on the cover of this Amendment No. 11, the number of Ordinary Shares beneficially owned by each Reporting Person over which such person has sole voting power, shared voting power, sole dispositive power or shared dispositive power. Each Reporting Person other than Mohammad Abu-Ghazaleh disclaims beneficial ownership of the Ordinary Shares held by each other Reporting Person except to the extent of such Reporting Persons pecuniary interest therein. To the best knowledge of the Reporting Persons, and except as described herein, none of Reporting Persons own or beneficially own any additional Ordinary Shares.
CUSIP No. G36738105 | 13D | Page 47 of 54 |
Ordinary Shares Beneficially Owned | ||||||||||||||||
Reporting Person |
Sole Voting Power |
Shared Voting Power |
Sole Dispositive Power |
Shared Dispositive Power |
||||||||||||
Mohammad Abu-Ghazaleh(1) |
5,387,118 | 12,765,030 | 5,387,118 | | ||||||||||||
Amir Abu-Ghazaleh |
| 3,292,042 | 3,292,042 | | ||||||||||||
Oussama Abu-Ghazaleh |
| 2,886,489 | 2,886,489 | | ||||||||||||
Sumaya Abu-Ghazaleh |
| 2,731,666 | 2,731,666 | | ||||||||||||
Maher Abu-Ghazaleh |
| 2,320,179 | 2,320,179 | | ||||||||||||
Wafa Abu-Ghazaleh |
| 309,901 | 309,901 | | ||||||||||||
Hanan Abu-Ghazaleh |
| 300,490 | 300,490 | | ||||||||||||
Fatima Abu-Ghazaleh |
| 257,000 | 257,000 | | ||||||||||||
Nariman Abu-Ghazaleh |
| 200,652 | 200,652 | | ||||||||||||
Maha Abu-Ghazaleh |
| 197,134 | 197,134 | | ||||||||||||
Mahira Nabulsi Abu-Ghazaleh(2) |
20,000 | 20,000 | ||||||||||||||
Ahmad Mohammad Ahmad Abu Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Basma Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Hani Maher Abou-Ghazaleh Al-Jaouhari(3) |
| 15,000 | 15,000 | | ||||||||||||
Mohamed Amir Ahmed Abughazaleh |
| 15,000 | 15,000 | | ||||||||||||
Rasha Mohamad Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Sima Maher Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Sumaya Mohamad Abu-Ghazaleh |
| 15,000 | 15,000 | | ||||||||||||
Farah Sheik Alsagha |
| 15,000 | 15,000 | | ||||||||||||
Rabie Glilah |
| 15,000 | 15,000 | | ||||||||||||
Royal Executive Services S.P.A.(3) |
| 15,000 | 15,000 | | ||||||||||||
Ghada Abdullah Hasan Yabroudi |
| 15,000 | 15,000 | | ||||||||||||
Mohamed Glilah |
| 14,273 | 14,273 | | ||||||||||||
Mazen Abou Ghazaleh |
| 12,500 | 12,500 | | ||||||||||||
Omar Abu-Ghazaleh |
| 11,600 | 11,600 | | ||||||||||||
Yasmina Abu-Ghazaleh |
| 11,600 | 11,600 | | ||||||||||||
Abdulaziz Shikh Al Sagha |
| 10,500 | 10,500 | | ||||||||||||
Oussama Glilah |
| 10,500 | 10,500 | | ||||||||||||
Amir Mohamed Amir Abughazaleh |
| 10,000 | 10,000 | | ||||||||||||
Aya Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Mohamad Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Saif Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Tara Ahmad Abu-Ghazaleh |
| 10,000 | 10,000 | | ||||||||||||
Layla Ali Farouki |
| 10,000 | 10,000 | | ||||||||||||
Layan Abou-Ghazaleh Raizan |
| 10,000 | 10,000 | | ||||||||||||
Tarek Maher Abughazaleh |
| 6,654 | 6,654 | | ||||||||||||
Kareem Zaki Abughazaleh |
| 5,000 | 5,000 | | ||||||||||||
Doha Challah Abughazaleh |
| 450 | 450 | |
(1) | Amounts representing Ordinary Shares over which Mr. Abu-Ghazaleh has sole voting power and sole or shared dispositive power exclude 20,000 Ordinary Shares over which Mahira Nabulsi Abu-Ghazaleh, Mr. Abu-Ghazalehs spouse, has shared voting power and sole dispositive power. The amount of Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power includes such 20,000 Ordinary Shares. |
(2) | Amounts exclude 5,387,118 Ordinary Shares over which Mohammad Abu-Ghazaleh, Mrs. Abu-Ghazalehs spouse, has sole voting power and sole dispositive power and 12,765,030 Ordinary Shares over which Mr. Abu-Ghazaleh has shared voting power. Mrs. Abu-Ghazaleh expressly disclaims beneficial ownership of such excluded Ordinary Shares except to the extent of her pecuniary interest therein. |
(2) | Amounts represent 15,000 Ordinary Shares held by Royal Executive Services S.P.A., a Chilean corporation, which is controlled by Hani Maher Abou-Ghazaleh Al-Jaouhari, its sole shareholder. Mr. Abou-Ghazaleh expressly disclaims beneficial ownership of these Ordinary Shares except to the extent of his pecuniary interest therein. |
CUSIP No. G36738105 | 13D | Page 48 of 54 |
(c) On January 6, 2017, Sumaya Abu-Ghazaleh gifted 10,000 Ordinary Shares to Amir Mohamed Amir Abughazaleh. To the knowledge of the Reporting Persons, the Reporting Persons have not effected any other transactions in the Ordinary Shares during the 60-day period prior to the date set forth on the signature pages of this Amendment No. 11.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The response set forth in Item 6 of the Schedule 13D is hereby amended by adding to the end of Item 6 the following:
Amendment No. 11 has been filed, in part, as a result of the entrance by each of (i) Hani Maher Abou-Ghazaleh Al-Jaouhari, for and on behalf as parent/legal guardian of Layan Abou-Ghazaleh Raizan, and (ii) Mohamed Amir Ahmed Abughazaleh, for and on behalf as parent/legal guardian of Amir Mohamed Amir Abughazaleh, into a Joinder to Amended and Restated Voting Agreement in the form previously filed as Exhibit 18 to this Schedule 13D (each a Joinder). The Joinders together resulted in the joinder as a party to the Voting Agreement of Layan Abou-Ghazaleh Raizan and Amir Mohamed Amir Abughazaleh. All terms of the Voting Agreement remain unchanged.
CUSIP No. G36738105 | 13D | Page 49 of 54 |
Signatures
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 8, 2017
MOHAMMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AMIR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
OUSSAMA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SUMAYA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHER ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
WAFA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP No. G36738105 | 13D | Page 50 of 54 |
HANAN ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
FATIMA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
NARIMAN ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAHIRA NABULSI ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD AHMAD ABU GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
BASMA AMIR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP No. G36738105 | 13D | Page 51 of 54 |
HANI MAHER ABOU-GHAZALEH AL-JAOUHARI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MOHAMED AMIR AHMED ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
RASHA MOHAMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SIMA MAHER ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
SUMAYA MOHAMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
FARAH SHEIK ALSAGHA | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
RABIE GLILAH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP No. G36738105 | 13D | Page 52 of 54 |
ROYAL EXECUTIVE SERVICES S.P.A. | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
GHADA ABDULLAH HASAN YABROUDI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MOHAMED GLILAH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MAZEN ABOU GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF OMAR ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF YASMINA ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
ABDULAZIZ SHIKH AL-SAGHA | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP No. G36738105 | 13D | Page 53 of 54 |
OUSSAMA GLILAH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
MOHAMED AMIR AHMED ABUGHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF AMIR MOHAMED AMIR ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF AYA AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF MOHAMAD AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF SAIF AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |
CUSIP No. G36738105 | 13D | Page 54 of 54 |
AHMAD MOHAMMAD ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF TARA AHMAD ABU-GHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
RASHA MOHAMAD ABU-GHAZALEH, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF LAYLA ALI FAROUKI | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
HANI MAHER ABOU-GHAZALEH AL-JAOUHARI, FOR AND ON BEHALF AS PARENT/LEGAL GUARDIAN OF LAYAN ABOU-GHAZALEH RAIZAN | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
TAREK MAHER ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
KAREEM ZAKI ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact | |
DOHA CHALLAH ABUGHAZALEH | ||
By: | /s/ Richard Contreras | |
Name: | Richard Contreras | |
Title: | Attorney-in-Fact |