Workiva Inc. |
(Name of Issuer) |
Class A Common Stock |
(Title of Class of Securities) |
98139A105 |
(CUSIP Number) |
December 31, 2017 |
(Date of Event Which Requires Filing of this Statement) |
o | Rule 13d-1(b) |
o | Rule 13d-1(c) |
ý | Rule 13d-1(d) |
CUSIP No. 98139A105 | |||||
1. | Name of Reporting Person: The Behar Living Trust | ||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
(a) | ý | ||||
(b) | o | ||||
3. | SEC Use Only | ||||
4. | Citizenship or Place of Organization: California | ||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power: -0- | |||
6. | Shared Voting Power: 3,545,175 (1) | ||||
7. | Sole Dispositive Power: -0- | ||||
8. | Shared Dispositive Power: 3,545,175 (1) | ||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,545,175 (1) | ||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||||
11. | Percent of Class Represented by Amount in Row (9): 11.0% (2) | ||||
12. | Type of Reporting Person (See Instructions): OO |
(1) | Shares owned include 3,545,175 shares of Class A common stock held directly by The Behar Living Trust, of which Jerome M. Behar and Leslie F. Behar are co-trustees. Mr. and Dr. Behar have shared voting and dispositive power over all shares held by The Behar Living Trust. |
(2) | Based on 32,165,407 shares of Class A common stock outstanding as of December 31, 2017. |
CUSIP No. 98139A105 | |||||
1. | Name of Reporting Person: Jerome M. Behar | ||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
(a) | ý | ||||
(b) | o | ||||
3. | SEC Use Only | ||||
4. | Citizenship or Place of Organization: United States of America | ||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power: -0- | |||
6. | Shared Voting Power: 3,548,240 (1) | ||||
7. | Sole Dispositive Power: -0- | ||||
8. | Shared Dispositive Power: 3,548,240 (1) | ||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,548,240 (1) | ||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||||
11. | Percent of Class Represented by Amount in Row (9): 11.0% (2) | ||||
12. | Type of Reporting Person (See Instructions): IN |
(1) | Shares owned include (i) 3,065 shares of Class A common stock held by Mr. and Dr. Behar's minor son; and (ii) 3,545,175 shares of Class A common stock held directly by The Behar Living Trust, of which Jerome M. Behar and Leslie F. Behar are co-trustees. Mr. and Dr. Behar have shared voting and dispositive power over all shares held by The Behar Living Trust. |
(2) | Based on 32,165,407 shares of Class A common stock outstanding as of December 31, 2017. |
CUSIP No. 98139A105 | |||||
1. | Name of Reporting Person: Leslie F. Behar | ||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
(a) | ý | ||||
(b) | o | ||||
3. | SEC Use Only | ||||
4. | Citizenship or Place of Organization: United States of America | ||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power: -0- | |||
6. | Shared Voting Power: 3,548,240 (1) | ||||
7. | Sole Dispositive Power: -0- | ||||
8. | Shared Dispositive Power: 3,548,240 (1) | ||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 3,548,240 (1) | ||||
10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||||
11. | Percent of Class Represented by Amount in Row (9): 11.0% (2) | ||||
12. | Type of Reporting Person (See Instructions): IN |
(1) | Shares owned include (i) 3,065 shares of Class A common stock held by Mr. and Dr. Behar's minor son; and (ii) 3,545,175 shares of Class A common stock held directly by The Behar Living Trust, of which Jerome M. Behar and Leslie F. Behar are co-trustees. Mr. and Dr. Behar have shared voting and dispositive power over all shares held by The Behar Living Trust. |
(2) | Based on 32,165,407 shares of Class A common stock outstanding as of December 31, 2017. |
Item 1. | |||
(a) | Name of Issuer: Workiva Inc. | ||
(b) | Address of Issuer’s Principal Executive Offices: 2900 University Blvd Ames, IA 50010 | ||
Item 2. | |||
(a) | Names of Persons Filing: The Behar Living Trust Jerome M. Behar Leslie F. Behar The Reporting Persons have entered into a joint filing agreement, which is attached hereto as Exhibit A. | ||
(b) | Address of Principal Business Office or, if none, Residence: c/o Workiva Inc. 2900 University Blvd Ames, IA 50010 | ||
(c) | Citizenship: The Behar Living Trust- California Jerome M. Behar- United States of America Leslie F. Behar- United States of America | ||
(d) | Title of Class of Securities: Class A Common Stock | ||
(e) | CUSIP Number: 98139A105 | ||
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) | o | Broker or dealer registered under section 15 of the Act (15 U.S.C 78c). | |
(b) | o | Bank as defined in section 3(a) (6) of the Act (15 U.S.C 78c). | |
(c) | o | Insurance company as defined in section 3(a) (19) of the Act (15 U.S.C 78c). | |
(d) | o | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). | |
(e) | o | Investment adviser in accordance with SS 240. 13d-1(b) (1) (ii) (E); | |
(f) | o | Employee benefit plan or endowment fund in accordance with SS 240. 13d-1(b) (ii) (F); | |
(g) | o | Parent holding company or control person in accordance with SS.SS.240. 13d-1(b) (ii) (G); | |
(h) | o | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
(i) | o | 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) | o | Group, in accordance with SS 240. 13d-1(b) (1) (ii) (J); |
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: See Row 9 of cover page for each Reporting Person. | ||
(b) | Percent of class: See Row 11 of cover page for each Reporting Person. | ||
(c) | Number of shares as to which the person has: | ||
(i) | Sole power to vote or to direct the vote See Row 5 of cover page for each Reporting Person. | ||
(ii) | Shared power to vote or to direct the vote See Row 6 of cover page for each Reporting Person. | ||
(iii) | Sole power to dispose or to direct the disposition of See Row 7 of cover page for each Reporting Person. | ||
(iv) | Shared power to dispose or to direct the disposition of See Row 8 of cover page for each Reporting Person. |
Item 5. | Ownership of Five Percent or Less of a Class |
Not Applicable | |
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 |
The identity of each member of the group is set forth in Exhibit B attached hereto. | |
Item 9. | Notice of Dissolution of Group |
Not Applicable | |
Item 10. | Certifications |
Not Applicable |
Date: February 14, 2018 | /s/ Jerome M. Behar |
Jerome M. Behar | |
Date: February 14, 2018 | /s/ Leslie F. Behar |
Leslie F. Behar | |
The Behar Living Trust | |
Date: February 14, 2018 | /s/ Jerome M. Behar |
Jerome M. Behar, Trustee | |
Date: February 14, 2018 | /s/ Jerome M. Behar |
Jerome M. Behar | |
Date: February 14, 2018 | /s/ Leslie F. Behar |
Leslie F. Behar | |
The Behar Living Trust | |
Date: February 14, 2018 | /s/ Jerome M. Behar |
Jerome M. Behar, Trustee | |