SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Mobileye N.V.
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
N51488117
(CUSIP Number)
December 31, 2014
(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 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, as amended (the “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. N51488117 |
| 1. | NAMES OF REPORTING PERSONS:
Andrew C. Taylor | |||||
| 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:
United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. | SOLE VOTING POWER:
0 shares | ||||
| 6. | SHARED VOTING POWER:
14,326,6501 shares | |||||
| 7. | SOLE DISPOSITIVE POWER:
0 shares | |||||
| 8. | SHARED DISPOSITIVE POWER:
14,326,6501 shares | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
14,326,6501 shares | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
¨ | |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
6.7%2 | |||||
| 12. | TYPE OF REPORTING PERSON (See Instructions):
IN | |||||
| 1 | Shares are held of record by Enterprise Holdings, Inc., a Missouri corporation, which is indirectly controlled by the Reporting Persons filing this Schedule 13G. |
| 2 | Based on 214,553,561 ordinary shares outstanding as of December 31, 2014 as reported in the Issuer’s Prospectus (the “Prospectus”) filed January 21, 2015 (Reg. No. 333-201614). |
| CUSIP No. N51488117 |
| 1. | NAMES OF REPORTING PERSONS:
Jo Ann T. Kindle | |||||
| 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:
United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. | SOLE VOTING POWER:
0 shares | ||||
| 6. | SHARED VOTING POWER:
14,326,6503 shares | |||||
| 7. | SOLE DISPOSITIVE POWER:
0 shares | |||||
| 8. | SHARED DISPOSITIVE POWER:
14,326,6503 shares | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
14,326,6503 shares | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
¨ | |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
6.7%4 | |||||
| 12. | TYPE OF REPORTING PERSON (See Instructions):
IN | |||||
| 3 | Shares are held of record by Enterprise Holdings, Inc., a Missouri corporation, which is indirectly controlled by the Reporting Persons filing this Schedule 13G. |
| 4 | Based on 214,553,561 ordinary shares outstanding as of December 31, 2014 as reported in the Prospectus. |
| CUSIP No. N51488117 |
| 1. | NAMES OF REPORTING PERSONS:
Christine B. Taylor | |||||
| 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:
United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. | SOLE VOTING POWER:
0 shares | ||||
| 6. | SHARED VOTING POWER:
14,326,6505 shares | |||||
| 7. | SOLE DISPOSITIVE POWER:
0 shares | |||||
| 8. | SHARED DISPOSITIVE POWER:
14,326,6505 shares | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
14,326,6505 shares | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
¨ | |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
6.7%6 | |||||
| 12. | TYPE OF REPORTING PERSON (See Instructions):
IN | |||||
| 5 | Shares are held of record by Enterprise Holdings, Inc., a Missouri corporation, which is indirectly controlled by the Reporting Persons filing this Schedule 13G. |
| 6 | Based on 214,553,561 ordinary shares outstanding as of December 31, 2014 as reported in the Prospectus. |
| CUSIP No. N51488117 |
| 1. | NAMES OF REPORTING PERSONS:
Carolyn Kindle | |||||
| 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:
United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. | SOLE VOTING POWER:
0 shares | ||||
| 6. | SHARED VOTING POWER:
14,326,6507 shares | |||||
| 7. | SOLE DISPOSITIVE POWER:
0 shares | |||||
| 8. | SHARED DISPOSITIVE POWER:
14,326,6507 shares | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
14,326,6507 shares | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
¨ | |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
6.7%8 | |||||
| 12. | TYPE OF REPORTING PERSON (See Instructions):
IN | |||||
| 7 | Shares are held of record by Enterprise Holdings, Inc., a Missouri corporation, which is indirectly controlled by the Reporting Persons filing this Schedule 13G. |
| 8 | Based on 214,553,561 ordinary shares outstanding as of December 31, 2014 as reported in the Prospectus. |
| CUSIP No. N51488117 |
| 1. | NAMES OF REPORTING PERSONS:
Jack Taylor Family Voting Trust U/A/D 4/14/99 | |||||
| 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:
United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. | SOLE VOTING POWER:
0 shares | ||||
| 6. | SHARED VOTING POWER:
14,326,6509 shares | |||||
| 7. | SOLE DISPOSITIVE POWER:
0 shares | |||||
| 8. | SHARED DISPOSITIVE POWER:
14,326,6509 shares | |||||
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
14,326,6509 shares | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
¨ | |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
6.7%10 | |||||
| 12. | TYPE OF REPORTING PERSON (See Instructions):
OO | |||||
| 9 | Shares are held of record by Enterprise Holdings, Inc., a Missouri corporation, which is indirectly controlled by the Reporting Persons filing this Schedule 13G. |
| 10 | Based on 214,553,561 ordinary shares outstanding as of December 31, 2014 as reported in the Prospectus. |
| CUSIP No. N51488117 |
| Item 1. | (a) Name of Issuer: |
Mobileye N.V.
| (b) | Address of Issuer’s Principal Executive Offices: |
Har Hotzvim
13 Hartom Street
Jerusalem 97775, Israel
| Item 2. | (a) Name of Person Filing: |
This Schedule 13G is being jointly filed by the following persons: the Jack Taylor Family Voting Trust U/A/D 4/14/99, a trust organized under the laws of the State of Missouri (the “Trust”), and Andrew C. Taylor, Jo Ann T. Kindle, Christine B. Taylor and Carolyn Kindle, as voting trustees under the Trust. Collectively, they are referred to herein as the “Reporting Persons.” The shares covered by this Schedule 13G are held of record by Enterprise Holdings, Inc., a Missouri corporation and wholly-owned subsidiary of The Crawford Group, Inc., a Missouri corporation (“Crawford”), which is controlled by the Reporting Persons.
Attached as Exhibit 99.1 hereto, which is incorporated by reference herein, is an agreement among the Reporting Persons that this Schedule 13G is filed on behalf of each of them. The Trust was established by Jack Taylor, the founder of Crawford. The individual Reporting Persons share voting and investment power with respect to the Trust.
| (b) | Address of Principal Business Office or, if None, Residence: |
The business address of each Reporting Person is:
600 Corporate Park Drive
St. Louis, Missouri 63105
| (c) | Citizenship: |
Andrew C. Taylor: United States
Jo Ann T. Kindle: United States
Christine B. Taylor: United States
Carolyn Kindle: United States
Trust: United States
| (d) | Title of Class of Securities: |
Ordinary Shares
| (e) | CUSIP Number: |
N51488117
| CUSIP No. N51488117 |
| 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 (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. 809-8) | ||||
| (e) |
¨ | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E) | ||||
| (f) |
¨ | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F) | ||||
| (g) |
¨ | A parent holding company or control person, in accordance with § 240.13d-1(b)(ii)(G) | ||||
| (h) |
¨ | A savings association 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. 80-a-3) | ||||
| (j) |
¨ | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); | ||||
| (k) |
¨ | Group, in accordance with § 240.13d-1(b)(1)(ii)(J) | ||||
| If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | ||||||
| Item 4. | Ownership. | |||||
| The information in items 1 and 5-11 on each of the cover pages of this Schedule 13G is hereby incorporated by reference. | ||||||
| Enterprise Holdings, Inc. is the record holder of 14,326,650 ordinary shares of the Issuer, which represents approximately 6.7% of the outstanding ordinary shares. Enterprise Holdings, Inc. is a wholly-owned subsidiary of The Crawford Group, Inc., a Missouri corporation, which is controlled by the Reporting Persons. The voting and investment power over the shares covered by this Schedule 13G is shared by the Reporting Persons. | ||||||
| CUSIP No. N51488117 |
| 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. |
N/A
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
N/A
| Item 8. | Identification and Classification of Members of the Group. |
N/A
| Item 9. | Notice of Dissolution of Group. |
N/A
| Item 10. | Certifications. |
N/A
| Item 11. | Material to be Filed as Exhibits |
| Exhibit 99.1 | Joint Filing Agreement dated February 4, 2015 |
| CUSIP No. N51488117 |
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.
Dated: February 9, 2015
| JACK TAYLOR FAMILY VOTING TRUST U/A/D 4/14/99 | ||
| By | /s/Andrew C. Taylor | |
| Name: | Andrew C. Taylor | |
| Title: |
Voting Trustee | |
| By | /s/ Christine B. Taylor | |
| Name: | Christine B. Taylor | |
| Title: | Voting Trustee | |
| By | /s/ Carolyn Kindle | |
| Name: | Carolyn Kindle | |
| Title: | Voting Trustee | |
| ANDREW C. TAYLOR |
| /s/ Andrew C. Taylor |
| JO ANN T. KINDLE |
| /s/ Jo Ann T. Kindle |
| CHRISTINE B. TAYLOR |
| /s/ Christine B. Taylor |
| CAROLYN KINDLE |
| /s/ Carolyn Kindle |