UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
PENNANTPARK FLOATING RATE CAPITAL LTD.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
70806A106
(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)
x 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.
| CUSIP No. 70806A106 |
| 1 |
NAME OF REPORTING PERSON JACK SILVER | ||||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ¨ (b) x | |||
| 3 |
SEC USE ONLY
| ||||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES
| ||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 746,891 | |||
| 6 |
SHARED VOTING POWER 0 | ||||
| 7 |
SOLE DISPOSITIVE POWER 746,891
| ||||
| 8 |
SHARED DISPOSITIVE POWER 0
| ||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 746,891
| ||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨ | |||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.0%
| ||||
| 12 |
TYPE OF REPORTING PERSON IN
| ||||
| CUSIP No. 70806A106 |
| 1 |
NAME OF REPORTING PERSON sherleigh associates inc. profit sharing plan | ||||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ¨ (b) x | |||
| 3 |
SEC USE ONLY
| ||||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES
| ||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 470,702 | |||
| 6 |
SHARED VOTING POWER 0 | ||||
| 7 |
SOLE DISPOSITIVE POWER 470,702
| ||||
| 8 |
SHARED DISPOSITIVE POWER 0
| ||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 470,702
| ||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨ | |||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.2%
| ||||
| 12 |
TYPE OF REPORTING PERSON EP
| ||||
| CUSIP No. 70806A106 |
| 1 |
NAME OF REPORTING PERSON SILVER INVESTMENT PARTNERS LP | ||||
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ¨ (b) x | |||
| 3 |
SEC USE ONLY
| ||||
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES
| ||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 146,189 | |||
| 6 |
SHARED VOTING POWER 0 | ||||
| 7 |
SOLE DISPOSITIVE POWER 146,189
| ||||
| 8 |
SHARED DISPOSITIVE POWER 0
| ||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 146,189
| ||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
¨ | |||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.0%
| ||||
| 12 |
TYPE OF REPORTING PERSON PN
| ||||
| CUSIP No. 70806A106 |
Item 1.
(a) Name of Issuer:
PennantPark Floating Rate Capital Ltd.
(b) Address of Issuer’s Principal Executive Offices:
590 Madison Avenue, 15th Floor
New York, NY 10022
Item 2.
(a) Name of Person Filing:
Jack Silver
Sherleigh Associates Inc. Profit Sharing Plan
Silver Investment Partners LP
(b) Address of Principal Business Office or, if none, Residence:
80 Columbus Circle PH76A
New York, NY 10023
(c) Citizenship:
United States
(d) Title of Class of Securities:
Common Stock, par value $0.001 per share
(e) CUSIP Number:
70806A106
| CUSIP No. 70806A106 |
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:
| (a) | ¨ | Broker or Dealer registered under Section 15 of the Act |
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act |
| (c) | ¨ | Insurance Company as defined in section 3(a)(19) of the Act |
| (d) | ¨ | Investment Company registered under section 8 of the Investment Company Act of 1940 |
| (e) | ¨ | Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E) |
| (f) | ¨ | Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F) |
| (g) | ¨ | Parent Holding Company or Control Person, in accordance with Rule 13d-1(b)(1)(ii)(G) |
| (h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act |
| (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 |
| (j) | ¨ | A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J) |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K) |
Item 4. Ownership.
(a) – (c)
As of December 31, 2013, the reporting persons beneficially owned 746,891 shares of common stock of PennantPark Floating Rate Capital Ltd (the “Common Stock”) representing 5.0% of the outstanding common stock, based on 14,898,056 shares of common stock outstanding as reported in the issuer’s annual report on Form 10-K for the year ended September 30, 2013. Such shares of common stock include 470,702 shares held by Sherleigh Associates Profit Sharing Plan, a trust of which Jack Silver is the trustee, 146,189 shares held by Silver Investment Partners LP, a limited partnership of which Jack Silver is a general partner, and 130,000 shares held by Jack Silver.
Mr. Silver has the sole voting and dispositive power with respect to all 746,891 shares of common stock.
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 ¨.
| CUSIP No. 70806A106 |
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 or Control Person.
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 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 such purposes or effect, other than activities solely in connection with a nomination under Rule 14a-11.
| CUSIP No. 70806A106 |
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.
| February 11, 2014 | |||
| Date | |||
| /s/ Jack Silver | |||
| Signature | |||
| Jack Silver | |||
| Name/Title | |||
| Sherleigh Associates Inc. Profit Sharing Plan | |||
| By: | /s/ Jack Silver | ||
| Name: Jack Silver | |||
| Title: Trustee | |||
| Silver Investment Partners LP | |||
| By: | /s/ Jack Silver | ||
| Name: Jack Silver | |||
| Title: General Partner | |||