*
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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.
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1.
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
The Leon Levy Foundation
|
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2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) o
(b) o
|
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3.
|
SEC USE ONLY
|
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4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
SOLE VOTING POWER
0
|
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6.
|
SHARED VOTING POWER
1,158,664 (1)
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7.
|
SOLE DISPOSITIVE POWER
0
|
||
8.
|
SHARED DISPOSITIVE POWER
1,158,664 (1)
|
||
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,158,664 (1)
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||
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
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¨
|
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11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.27% (2)
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12.
|
TYPE OF REPORTING PERSON*
OO
|
1.
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Shelby White
|
||
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) o
(b) o
|
|
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
43,782
|
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6.
|
SHARED VOTING POWER
1,158,664 (3)
|
||
7.
|
SOLE DISPOSITIVE POWER
43,782
|
||
8.
|
SHARED DISPOSITIVE POWER
1,158,664 (3)
|
||
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,202,446 (3)
|
||
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
|
¨
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.47% (4)
|
||
12.
|
TYPE OF REPORTING PERSON*
IN
|
1.
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Elizabeth Moynihan
|
||
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) o
(b) o
|
|
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
|
|
6.
|
SHARED VOTING POWER
1,158,664 (5)
|
||
7.
|
SOLE DISPOSITIVE POWER
0
|
||
8.
|
SHARED DISPOSITIVE POWER
1,158,664 (5)
|
||
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,158,664 (5)
|
||
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
|
¨
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.27% (6)
|
||
12.
|
TYPE OF REPORTING PERSON*
IN
|
Item 1(a). | Name of Issuer: | ||
AV Homes, Inc.
|
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Item 1(b). | Address of Issuer's Principal Executive Offices: | ||
8601 N. Scottsdale Rd., Suite 225
Scottsdale, Arizona 85253
|
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Item 2(a). | Name of Person Filing: | ||
The Leon Levy Foundation, Shelby White and Elizabeth Moynihan. Shelby White and Elizabeth Moynihan are both trustees of The Leon Levy Foundation and, accordingly, for purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, as amended, may be deemed to beneficially own the shares beneficially owned by The Leon Levy Foundation. Each of Shelby White and Elizabeth Moynihan disclaims beneficial ownership of any and all such securities in excess of her actual pecuniary interest.
|
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Item 2(b). | Address of Principal Business Office or, if None, Residence: | ||
One Rockefeller Plaza
20th Floor
New York, New York 10020
|
|||
Item 2(c). | Citizenship: | ||
The Leon Levy Foundation is a New York trust.
Each of Shelby White and Elizabeth Moynihan is a United States citizen.
|
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Item 2(d). | Title of Class of Securities: | ||
Common stock, par value $1.00 per share
|
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Item 2(e). | CUSIP Number: | ||
00234P102
|
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Item 3.
|
If This Statement is Filed Pursuant to Rule 13d-1(b), 13d-2(b) or (c), Check Whether the Person Filing is a:
|
||
(a) | o | Broker or dealer registered under Section 15 of the Exchange Act. | |
(b) | o | Bank as defined in Section 3(a)(6) of the Exchange Act. | |
(c) | o | Insurance company as defined in Section 3(a)(19) of the Exchange Act. | |
(d) | o | Investment company as defined under Section 8 of the Investment Company Act. | |
(e) | o | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). | |
(f) | o | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). | |
(g) | o | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | |
(h) | o | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. | |
(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. | |
(j) | o | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
Item 4. | Ownership: |
(a) |
Beneficial Ownership:
The Leon Levy Foundation owns 1,158,664 shares of the Issuer's common stock. Shelby White, in her individual capacity, owns 43,782 shares of the Issuer’s common stock. Shelby White and Elizabeth Moynihan are both trustees of The Leon Levy Foundation and, accordingly, for purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, as amended, may be deemed to beneficially own the shares beneficially owned by The Leon Levy Foundation. Each of Shelby White and Elizabeth Moynihan disclaims beneficial ownership of any and all such securities in excess of her actual pecuniary interest. |
(b) |
Percent of class:
The Leon Levy Foundation – 5.27%
Shelby White – 5.47%
Elizabeth Moynihan – 5.27%
|
(c) |
The Leon Levy Foundation:
(i) Sole power to vote or to direct the vote – 0
(ii) Shared power to vote or to direct the vote – 1,158,664
(iii) Sole power to dispose or to direct the disposition of – 0
(iv) Shared power to dispose or to direct the disposition of – 1,158,664
Shelby White:
(i) Sole power to vote or to direct the vote – 43,782
(ii) Shared power to vote or to direct the vote – 1,158,664
(iii) Sole power to dispose or to direct the disposition of – 43,782
(iv) Shared power to dispose or to direct the disposition of – 1,158,664
Elizabeth Moynihan:
(i) Sole power to vote or to direct the vote – 0
(ii) Shared power to vote or to direct the vote – 1,158,664
(iii) Sole power to dispose or to direct the disposition of – 0
(iv) Shared power to dispose or to direct the disposition of – 1,158,664
|
Item 5.
|
Ownership of Five Percent or Less of a Class:
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Item7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
Item 9.
|
Notice of Dissolution of Group.
|
Item 10.
|
Certification.
|
Dated: November 25, 2013
|
|||
THE LEON LEVY FOUNDATION
|
|||
|
By:
|
/s/ Shelby White | |
Name: Shelby White
|
|||
Title: Trustee
|
|||
By:
|
/s/ Lisa M. Ferraro | ||
Name: Lisa M. Ferraro
|
|||
Title: President
|
|||
/s/ Shelby White
|
|||
/s/ Elizabeth Moynihan
|
Dated: November 25, 2013
|
|||
THE LEON LEVY FOUNDATION
|
|||
|
By:
|
/s/ Shelby White | |
Name: Shelby White
|
|||
Title: Trustee
|
|||
By:
|
/s/ Lisa M. Ferraro | ||
Name: Lisa M. Ferraro
|
|||
Title: President
|
|||
/s/ Shelby White
|
|||
/s/ Elizabeth Moynihan
|