AGCO Corp 13D/A Filing: Ownership Update

Ticker: AGCO · Form: SC 13D/A · Filed: Apr 17, 2024 · CIK: 880266

Agco Corp /De SC 13D/A Filing Summary
FieldDetail
CompanyAgco Corp /De (AGCO)
Form TypeSC 13D/A
Filed DateApr 17, 2024
Risk Levelmedium
Pages10
Reading Time12 min
Sentimentneutral

Sentiment: neutral

Topics: ownership-change, sec-filing, schedule-13d

Related Tickers: AGCO

TL;DR

AGCO ownership update filed. TAFE/Tractors & Farm Equipment involved.

AI Summary

On April 15, 2024, AGCO Corporation filed an amendment (No. 17) to its Schedule 13D. This filing indicates a change in the beneficial ownership of AGCO Corporation's common stock. The filing was made by TAFE MOTORS & TRACTORS LTD and TRACTORS & FARM EQUIPMENT LTD, with Mallika Srinivasan listed as a contact.

Why It Matters

This filing provides insight into significant changes in the beneficial ownership of AGCO Corporation, which could signal strategic shifts or investor confidence.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant stake-building or changes in control, which can introduce volatility.

Key Numbers

  • 17 — Amendment Number (Indicates this is the 17th update to the filing.)
  • 20240417 — Filing Date (The date the amendment was filed with the SEC.)

Key Players & Entities

  • AGCO Corporation (company) — Subject company
  • TAFE MOTORS & TRACTORS LTD (company) — Filing person
  • TRACTORS & FARM EQUIPMENT LTD (company) — Filing person
  • Mallika Srinivasan (person) — Contact for filing
  • Robert B. Schumer, Esq. (person) — Authorized to receive notices
  • Cullen L. Sinclair, Esq. (person) — Authorized to receive notices
  • Paul, Weiss, Rifkind, Wharton & Garrison LLP (company) — Legal counsel

FAQ

What specific changes in beneficial ownership are detailed in this Amendment No. 17?

The filing does not specify the exact changes in beneficial ownership in the provided text, only that it is an amendment to a Schedule 13D.

Who are the primary entities filing this Schedule 13D/A?

TAFE MOTORS & TRACTORS LTD and TRACTORS & FARM EQUIPMENT LTD are the filing persons.

When was this amendment filed with the SEC?

This amendment was filed on April 17, 2024.

What is the subject company of this filing?

The subject company is AGCO Corporation.

Who is authorized to receive notices and communications regarding this filing?

Robert B. Schumer, Esq. and Cullen L. Sinclair, Esq. from Paul, Weiss, Rifkind, Wharton & Garrison LLP are authorized to receive notices.

Filing Stats: 3,086 words · 12 min read · ~10 pages · Grade level 9.4 · Accepted 2024-04-17 21:46:50

Filing Documents

Security and Issuer

Item 1. Security and Issuer This Schedule 13D relates to shares of the common stock (the “Common Stock”) of AGCO Corporation (the “Issuer”), the principal executive offices of which are located at 4205 River Green Parkway, Duluth, Georgia 30096.

Identity and Background

Item 2. Identity and Background No material change.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration No material change.

Purpose of Transaction

Item 4. Purpose of Transaction

of the Schedule 13D is hereby further amended and supplemented

Item 4 of the Schedule 13D is hereby further amended and supplemented by adding the following at the end thereof: “On April 15, 2024, TAFE and the Issuer executed the Amendment No.1 to the Amended and Restated Letter Agreement (effective April 24, 2024), pursuant to which, the termination date of the Letter Agreement was extended until April 24, 2025 (the “Amendment to the Letter Agreement”). All other terms of the Letter Agreement remain in full force and effect.”

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a) The aggregate percentage of shares reported owned on this Schedule 13D is based on 74,617,985 shares of Common Stock outstanding as of March 15, 2024, which is the total number of shares of Common Stock outstanding as reported in the Issuer’s Proxy Statement, as filed with the SEC on March 25, 2024 and incorporated by reference in the Issuer’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 27, 2024. As of the close of business on April 15, 2024 (i) TAFE beneficially owned 12,150,152 shares of Common Stock, which constituted approximately 16.3% of the Common Stock outstanding (ii) TAFE Motors and Tractors beneficially owned 3,263,321 shares of Common Stock, which constituted approximately 4.4% of the Common Stock outstanding and (iii) Ms. Srinivasan beneficially owned 12,172,765 shares of Common Stock, which constituted approximately 16.3% of the Common Stock outstanding, including the 22,613 shares she holds in her individual capacity. Ms. Srinivasan disclaims beneficial ownership of the Common Stock beneficially owned by each of the Companies, and this report shall not be deemed an admission that Ms. Srinivasan is a beneficial owner of such shares for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or for any other purpose. Each of the Companies disclaims beneficial ownership of the 22,613 shares of Common Stock owned directly by Ms. Srinivasan in her individual capacity, and this report shall not be deemed an admission that either of the Companies is a beneficial owner of such shares for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or for any other purpose. TAFE Motors and Tractors disclaims beneficial ownership of the 8,886,831 shares of Common Stock purchased on behalf of TAFE under the Purchase Plans, and this report shall not be deemed an admission that TAFE Motors and Tractors is

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

of the Schedule 13D is hereby further amended and supplemented

Item 6 of the Schedule 13D is hereby further amended and supplemented by adding the following before the second-last paragraph thereof: “On April 15, 2024, TAFE and the Issuer executed the Letter Agreement Amendment (effective April 24, 2024), pursuant to which, the termination date of the Letter Agreement was extended until April 24, 2025. All other terms of the Letter Agreement remain in full force and effect. This summary description of the material terms of the Letter Agreement Amendment is qualified in its entirety by reference to the complete terms of the Letter Agreement Amendment, which is attached hereto as Exhibit G.”

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits Exhibit A† Persons through whom Amalgamations Private Limited (“Amalgamations”) may be deemed to control the Companies Exhibit B† Directors and Executive Officers of the Companies Exhibit C† Directors and Executive Officers of Amalgamations Exhibit D* Amended and Restated Letter Agreement, dated April 24, 2019, between Tractors and Farm Equipment Limited and AGCO Corporation Exhibit E** Limited Power of Attorney, dated as of February 17, 2021 Exhibit F*** Joint Filing Agreement, dated as of April 3, 2013 Exhibit G**** Amendment No. 1 to the Amended and Restated Letter Agreement, effective April 24, 2024, between Tractors and Farm Equipment Limited and AGCO Corporation * Included by reference to Amendment No. 10 to this Schedule 13D, filed with the SEC on April 26, 2019. ** Included by reference to Amendment No. 15 to this Schedule 13D, filed with the SEC on February 17, 2021. *** Included by reference to the initial filing of this Schedule 13D, filed with the SEC on April 9, 2013. **** Included by reference to Exhibit 10.1 to Issuer’s Form 8-K, filed with the SEC on April 16, 2024. † Amends previous filing. CUSIP No. 001084102 SCHEDULE 13D Page 7 of 7 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. Date: April 17, 2024 TRACTORS AND FARM EQUIPMENT LIMITED, By: /s/ Cullen L. Sinclair Name: Cullen L. Sinclair, attorney-in-fact* TAFE MOTORS AND TRACTORS LIMITED, By: /s/ Cullen L. Sinclair Name: Cullen L. Sinclair, attorney-in-fact* /s/ Cullen L. Sinclair Cullen L. Sinclair, attorney-in-fact for Mallika Srinivasan* * This Amendment No. 17 to Statement on Schedule 13D was executed by Cullen L. Sinclair as Attorney-In-Fact for Tractors and Farm Equipment Limited, TAFE Motors and Tractors Limited and

Business

of Common Stock Transactions in Common Stock during the past 60 days Mr. A. Krishnamoorthy Chairman and Managing Director India Chief Executive 861/862 Anna Salai Chennai 600002 None. None. Mr. P.S. Rajamani Wholetime Director India Manufacturing 861/862 Anna Salai Chennai 600002 None. None. Mr. R. Mahadevan Director India Manufacturing 861/862 Anna Salai Chennai 600002 None. None. Mr. Ranganathan Vijayaraghavan Director India Lawyer 861/862 Anna Salai Chennai 600002 None. None. Ms. Sandhya Shekhar Director India Director 861/862 Anna Salai Chennai 600002 None. None. Mr. Srinivasaraghvan Sridharan CFO & Company Secretary India Finance 861/862 Anna Salai Chennai 600002 None. None. EXHIBIT B Directors and Executive Officers of TAFE Set forth below are the (i) name, (ii) title, (iii) country of citizenship, (iv) principal occupation, (v) principal business address, (vi) ownership of Common Stock and (vii) transactions in Common Stock during the past 60 days (if any) of each of the directors and executive officers of TAFE. Name of Director Title Country of Citizenship Principal Occupation Principal

Business

Common Stock Transactions in Common Stock during the Past 60 Days Ms. Mallika Srinivasan Chairman and Managing Director India Chief Executive 35/77 Nungambakkam High Road Chennai 600034 22,613 (1) None Dr. Lakshmi Venu Director India Strategy & Operations 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. P.B. Sampath Director India Chartered Accountant 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Sandeep Sinha Chief Executive Officer India Operations 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. S. Chandramohan Group President India Finance 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Krishna Srinivasan Director India Lawyer 35/77 Nungambakkam High Road Chennai 600034 None. None. (1) Does not include holdings of Common Stock of TAFE and TAFE Motors and Tractors, as disclosed in Item 5. Name of Director Title Country of Citizenship Principal Occupation Principal

Business

Common Stock Transactions in Common Stock during the Past 60 Days Mr. Sankar Datta Director India Chartered Accountant 8/1, Vaidya Rama Iyer Street T Nagar Chennai 600017 None. None. Mr. Robert B Crain Director US Senior Vice President, GM Grain and Protein, AGCO 4205, River Green Parkway, Duluth, GA 30096-2568 USA 34,018 (2) None. Mr. T.R. Kesavan Group President India Corporate Relations 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. S. Sriraman President India Research & Development 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. R. Muralikrishnan President India Product Management Group & Exports 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Swithun Manoharan President India Supply Chain 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Massimo Ribaldone President Italy Research & Development Unit 5A NI Park Newport Shropshire TF10 9LH None. None. Mr. Muthu kumar Thanu President India Human Resources 35/77 Nungambakkam High Road Chennai 600034 None. None. (2) Based on DEF 14A filed by the Issuer with the SEC on March 25, 2024. Name of Director Title Country of Citizenship Principal Occupation Principal

Business

Common Stock Transactions in Common Stock during the Past 60 Days Ms. Shobhana Ravi President India Information Technology 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Pradeep Kapoor Executive Director India Operations, Engineering Plastics 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Parameswara Reddy D Chief Financial Officer India Chartered Accountant 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. C.P. Sounderarajan Company Secretary India Corporate Affairs 35/77 Nungambakkam High Road Chennai 600034 None. None. Directors and Executive Officers of TAFE Motors and Tractors Set forth below are the (i) name, (ii) title, (iii) country of citizenship, (iv) principal occupation, (v) principal business address, (vi) ownership of Common Stock and (vii) transactions in Common Stock during the past 60 days (if any) of each of the directors and executive officers of TAFE Motors and Tractors. Name of Director Title Country of Citizenship Principal Occupation Principal

Business

Common Stock Transactions in Common Stock during the Past 60 Days Ms. Mallika Srinivasan Chairman and Managing Director India Chief Executive 35/77 Nungambakkam High Road Chennai 600034 22,613 (1) None Dr. Lakshmi Venu Deputy Managing Director India Strategy & Operations 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. P.B. Sampath Director India Chartered Accountant 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Sandeep Sinha Director India Operations 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. S. Chandramohan Director India Finance 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Sankar Datta Director India Chartered Accountant 8/1, Vaidya Rama Iyer Street, T Nagar, Chennai 600017 None. None. (1) Does not include holdings of Common Stock of TAFE and TAFE Motors and Tractors, as disclosed in Item 5. Name of Director Title Country of Citizenship Principal Occupation Principal

Business

Common Stock Transactions in Common Stock during the Past 60 Days Mr. T.R. Kesavan Director India Corporate Relations 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. Massimo Ribaldone Director Italy Research & Development Unit 5A NI Park, Newport Shropshire TF10 9LH None. None. Mr. Parameswara Reddy D Chief Financial Officer India Chartered Accountant 35/77 Nungambakkam High Road Chennai 600034 None. None. Mr. C.P. Sounderarajan Company Secretary India Manufacturing 35/ 77 Nungambakkam High Road, Chennai 600034 None. None. Mr. Alok Mam Sr. Vice President India Manufacturing Plot No. 1, Sector D Industrial Area, Mandideep 462046 None. None. Mr. V. P. Arya Sr. Vice President India Finance Plot No. 1, Sector D Industrial Area, Mandideep 462046 None. None. EXHIBIT C Directors and Executive Officers of Amalgamations Set forth below is the (i) name, (ii) title, (iii) country of citizenship, (iv) principal occupation, (v) principal business address, (vi) ownership of Common Stock and (vii) transactions in Common Stock during the past 60 days (if any) of each of the directors and executive officers of Amalgamations. Name Title Country of Citizenship Principal Occupation Principal

Business

Common Stock Transactions in Common Stock during the past 60 days Mr. A. Krishnamoorthy Chairman India

Business

Business 124 Dr. Radhakrishnan Salai Chennai 600 004 None. None. Ms. Mallika Srinivasan Director India

Business

Business 124 Dr. Radhakrishnan Salai Chennai 600 004 22,613 ( 1 ) None Ms. Sita Venkatramani Director India

Business

Business 124 Dr. Radhakrishnan Salai Chennai 600 004 None. None. Ms. Bhavani Krishnamoorthy Director India

Business

Business 124 Dr. Radhakrishnan Salai Chennai 600 004 None. None. Mr. Ram Venkatramani Director India

Business

Business 124 Dr. Radhakrishnan Salai Chennai 600 004 None. None. Ms. Lakshmi Narayanan Director India

Business

Business 124 Dr. Radhakrishnan Salai Chennai 600 004 None. None. Mr. R. Venkatramanan Assistant Vice President India Finance 124 Dr. Radhakrishnan Salai Chennai 600 004 None. None. (1) Does not include holdings of Common Stock of TAFE and TAFE Motors and Tractors, as disclosed in Item 5.

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