BFI Co. Files 20th 13D Amendment for Phibro Animal Health

TL;DR

**Insider BFI Co. filed its 20th 13D amendment for Phibro Animal Health on Feb 14, 2024, signaling continued significant ownership.**

AI Summary

BFI Co., LLC, associated with Jack C. Bendheim, filed an Amendment No. 20 to Schedule 13D (SC 13D/A) on February 14, 2024, regarding its ownership in Phibro Animal Health Corporation. The filing updates previous disclosures concerning Class A Common Stock, par value $0.0001 per share, of the issuer. This amendment continues to track significant insider ownership in the animal health company.

Why It Matters

This filing indicates ongoing significant insider ownership and control, which can influence corporate governance and strategic decisions for Phibro Animal Health Corporation. Amendments to 13D filings provide updated information on beneficial ownership, which is crucial for investors tracking insider activity.

Risk Assessment

Risk Level: low — An amendment to a 13D filing, without specific transaction details in this excerpt, generally represents a routine update to beneficial ownership information and does not inherently signal high risk.

Key Players & Entities

• Phibro Animal Health Corporation (company) — Subject Company (Issuer)
• BFI Co., LLC (company) — Filing Entity
• Jack C. Bendheim (person) — Group Member and Contact Person
• 03 Life Sciences (company) — Organization Name associated with Subject Company

FAQ

Key Financial Figures

• $0.0001 — ssuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• tm246185d1_sc13da.htm (SC 13D/A) — 47KB
• 0001104659-24-023811.txt ( ) — 49KB

Security and Issuer

Item 1. Security and Issuer

of the Schedule 13D (defined below) is hereby

Item 1 of the Schedule 13D (defined below) is hereby supplemented as follows: This Amendment No. 20 to Schedule 13D (this “Amendment”) relates to the Class A Common Stock of Phibro Animal Health Corporation, a Delaware corporation (the “Issuer”) beneficially owned by the Reporting Persons. This Amendment is being filed by each of the Reporting Persons to amend the Schedule 13D (the “Schedule 13D”) which was originally filed on April 29, 2014 and amended by that certain Amendment No. 1 to Schedule 13D, filed August 11, 2014, that certain Amendment No. 2 to Schedule 13D, filed March 24, 2015, that certain Amendment No. 3 to Schedule 13D, filed August 4, 2015, that certain Amendment No. 4 to Schedule 13D, filed November 2, 2015, that certain Amendment No. 5 to Schedule 13D, filed March 23, 2016, that certain Amendment No. 6 to Schedule 13D, filed May 30, 2017, that certain Amendment No. 7 to Schedule 13D, filed June 23, 2017, that certain Amendment No. 8 to Schedule 13D, filed July 14, 2017, that certain Amendment No. 9 to Schedule 13D, filed December 26, 2017, that certain Amendment No. 10 to Schedule 13D, filed June 26, 2018, that certain Amendment No. 11 to Schedule 13D, filed September 17, 2018, that certain Amendment No. 12 to Schedule 13D, filed June 26, 2019, that certain Amendment No. 13 to Schedule 13D, filed December 20, 2019, that certain Amendment No. 14 to Schedule 13D, filed June 8, 2020, that certain Amendment No. 15 to Schedule 13D, filed December 15, 2020, that certain Amendment No. 16 to Schedule 13D, filed June 25, 2021, that certain Amendment No. 17 to Schedule 13D, filed May 25, 2022, that certain Amendment No. 18 to Schedule 13D, filed December 16, 2022 and that certain Amendment No. 19 to Schedule 13D, filed June 6, 2023. Except as otherwise set forth herein, this Amendment does not modify any of the information previously reported by the Reporting Persons in the Schedule 13D.

Purpose of Transaction

Item 4. Purpose of Transaction

of the Schedule 13D is hereby supplemented

Item 4 of the Schedule 13D is hereby supplemented as follows: On February 12, 2024, BFI Co., LLC (“BFI”) entered into a Rule 10b5-1 sales plan (the “Sales Plan”) with Goldman, Sachs & Co. LLC (“Broker”) pursuant to which Broker is authorized and directed to sell on behalf of BFI up to 528,000 shares of Class A Common Stock through November 15, 2024, subject to satisfaction of certain conditions, including among others, minimum sale price and limit on the number of shares that can be sold on a single trading day. All transactions under the Sales Plan are to be made in accordance with the terms and conditions of the Sales Plan. The Sales Plan was adopted to enable BFI to sell a modest portion of its shares of Class A Common Stock (and Class B Common Stock that BFI converts to Class A Common Stock). By using a Rule 10b5-1 Sales Plan, BFI can diversify its investment portfolio over an extended period of time. The Sales Plan became effective as of February 12, 2024 and shall terminate on the earliest of (a) November 15, 2024, (b) the date on which all transactions under the Sales Plan are completed, (c) the date Broker reasonably determines that: (i) the Sales Plan does not comply with Rule 10b5-1(c) or other applicable laws, (ii) BFI has not complied with the Sales Plan, or (iii) BFI’s representations or warranties in the Sales Plan are not true and correct, or BFI can no longer make such representations and warranties, (d) the date Broker receives notice of the death, dissolution, liquidation, bankruptcy or insolvency of BFI or the Issuer, (e) the date Broker receives notice of the closing of a merger, recapitalization, acquisition, tender or exchange offer, or other business combination or reorganization resulting in the exchange or conversion of the shares of the Issuer into shares of another company, (f) the date the stock of the Issuer is no longer listed on a national securities exchange or (g) the date that the Broker re

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

of the Schedule 13D is hereby amended and

Item 5 of the Schedule 13D is hereby amended and supplemented as follows: The ownership percentages set forth below are based on 20,337,574 shares of Class A Common Stock and 20,166,034 shares of Class B Common Stock outstanding as of February 2, 2024, as reported in the Issuer’s Form 10-Q for the quarter ended December 31, 2023, filed on February 7, 2024. (a) BFI directly owns 59,480 shares of Class A Common Stock and 20,166,034 shares of Class B Common Stock as of February 12, 2024, representing 49.9% of the total number of shares of Class A Common Stock outstanding, assuming that all outstanding shares of Class B Common Stock are converted into shares of Class A Common Stock. As the Class A Manager of BFI, Jack C. Bendheim may be deemed to beneficially own the 59,480 shares of Class A Common Stock and 20,166,034 shares of Class B Common Stock owned by BFI. Mr. Bendheim disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. (b) Jack C. Bendheim has the sole authority to vote all of the common stock of the Issuer owned by BFI and, together with certain other family members, is the manager of BFI with respect to the economic rights pertaining to such common stock of the Issuer owned by BFI. (c) There were no transactions in securities of the Issuer beneficially owned by the Reporting Persons in the last sixty days. (d) Other than the Reporting Persons, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Reporting Persons’ securities. (e) Not applicable. 2 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. February 14, 2024 /s/ Jack C. Bendheim Jack C. Bendheim BFI CO., LLC By: /s/ Jack C. Bendheim Name: Jack C. Bendheim Title: Class A Manager 3

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View this SC 13D/A filing on SEC EDGAR