|
1.
|
NAME
OF REPORTING PERSONS
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
|
|
(A)
|
[
]
|
|
|
(B)
|
[
]
|
|
3.
|
SEC
USE ONLY
|
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5. SOLE
VOTING POWER
2,766,533
|
|
6. SHARED
VOTING POWER
0
|
|
|
7. SOLE
DISPOSITIVE POWER
2,766,533
|
|
|
8. SHARED
DISPOSITIVE POWER
0
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES
|
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
9
|
|
12.
|
TYPE
OF REPORTING PERSON
|
|
1.
|
NAME
OF REPORTING PERSONS
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
|
|
(A)
|
[
]
|
|
|
(B)
|
[
]
|
|
3.
|
SEC
USE ONLY
|
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5. SOLE
VOTING POWER
2,506,711
|
|
6. SHARED
VOTING POWER
0
|
|
|
7. SOLE
DISPOSITIVE POWER
2,506,711
|
|
|
8. SHARED
DISPOSITIVE POWER
0
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES
|
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
9
|
|
12.
|
TYPE
OF REPORTING PERSON
|
|
1.
|
NAME
OF REPORTING PERSONS
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
|
|
(A)
|
[
]
|
|
|
(B)
|
[
]
|
|
3.
|
SEC
USE ONLY
|
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5. SOLE
VOTING POWER
259,822
|
|
6. SHARED
VOTING POWER
0
|
|
|
7. SOLE
DISPOSITIVE POWER
259,822
|
|
|
8. SHARED
DISPOSITIVE POWER
0
|
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES
|
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
9
|
|
12.
|
TYPE
OF REPORTING PERSON
|
|
Item
1(a).
|
Name
of Issuer:
|
|
|
Beazer
Homes USA, Inc. (the "Issuer")
|
|
Item
1(b).
|
Address
of Issuer's Principal Executive
Offices:
|
|
|
1000
Abernathy Road Suite 1200
|
|
|
Atlanta,
GA 30328
|
|
|
United
States
|
|
Item
2(a).
|
Name
of Person Filing:
|
|
|
This
statement is filed on behalf of Deutsche Bank AG ("Reporting
Person").
|
|
Item
2(b).
|
Address
of Principal Business Office or, if none,
Residence:
|
|
|
Theodor-Heuss-Allee
70
|
|
|
60468
Frankfurt am Main
|
|
|
Federal
Republic of Germany
|
|
Item
2(c).
|
Citizenship:
|
|
|
The
citizenship of the Reporting Person is set forth on the cover
page.
|
|
Item
2(d).
|
Title
of Class of Securities:
|
|
|
The
title of the securities is common stock, $0.001 par value ("Common
Stock").
|
|
Item
2(e).
|
CUSIP
Number:
|
|
|
The
CUSIP number of the Common Stock is set forth on the cover
page.
|
|
Item
3.
|
If
this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c),
check whether the person filing is
a:
|
|
|
(a)
|
[X]
|
Broker
or dealer registered under section 15 of the
Act;
|
|
|
Deutsche Bank Securities Inc.
|
|
|
(b)
|
[X]
|
Bank
as defined in section 3(a)(6) of the
Act;
|
|
|
Deutsche Bank AG, London Branch
|
|
|
(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)
|
[
]
|
An
investment adviser in accordance with Rule 13d-1(b)
(1)(ii)(E);
|
|
|
(f)
|
[
]
|
An
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)
|
[X]
|
A
non-U.S. institution in accordance with Group, in accordance with Rule
13d-1 (b)(1)(ii)(J).
|
|
|
(k)
|
[
]
|
Group,
in accordance with Rule 13d-1
(b)(1)(ii)(J).
|
|
Item
4.
|
Ownership.
|
|
|
(a)
|
Amount
beneficially owned:
|
|
|
The
Reporting Person owns the amount of the Common Stock as set forth on the
cover page.
|
|
|
(b)
|
Percent
of class:
|
|
|
The
Reporting Person owns the percentage of the Common Stock as set forth on
the cover page.
|
|
|
(a)
|
Number
of shares as to which such person
has:
|
|
|
(i)
|
sole
power to vote or to direct the
vote:
|
|
|
(ii)
|
shared
power to vote or to direct the
vote:
|
|
|
(iii)
|
sole
power to dispose or to direct the disposition
of:
|
|
|
(iv)
|
shared
power to dispose or to direct the disposition
of:
|
|
Item
5.
|
Ownership
of Five Percent or Less of a Class.
|
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding
Company.
|
|
Item
8.
|
Identification
and Classification of Members of the
Group.
|
|
Item
9.
|
Notice
of Dissolution of Group.
|
|
Item
10.
|
Certification.
|
|
|
By:
|
/s/
Jeffrey A. Ruiz
|
|
|
Name:
|
Jeffrey
A. Ruiz
|
|
|
Title:
|
Director
|
|
|
By:
|
/s/
Cesar A. Coy
|
|
|
Name:
|
Cesar
A. Coy
|
|
|
Title:
|
Assistant
Vice President
|
|
|
By:
|
/s/
Margaret M. Adams
|
|
|
Name:
|
Margaret
M. Adams
|
|
|
Title:
|
Director
|
|
|
By:
|
/s/
Jeffrey A. Ruiz
|
|
|
Name:
|
Jeffrey
A. Ruiz
|
|
|
Title:
|
Director
|