UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
Information to be Included in Statements Filed Pursuant to § 240.13d-1(b),
(c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2.
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
POLARIS INDUSTRIES INC.
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(Name of Issuer)
Common stock, $0.01 par value
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(Title of Class of Securities)
731068102
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(CUSIP Number)
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December 31, 2018
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(Date of Event Which Requires Filing of This Statement)
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CUSIP No. 731068102
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13G
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1
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Names of Reporting Persons
Polaris Industries Inc. Employee Stock Ownership Plan
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2
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Check the Appropriate Box if a Member of a Group*
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(a) ☐
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(See Instructions)
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(b) ☐
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3
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SEC Use Only
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4
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Citizenship or Place of Organization
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Minnesota
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5
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Sole Voting Power
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0
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6
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Shared Voting Power
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3,314,742
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7
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Sole Dispositive Power
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0
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8
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Shared Dispositive Power
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3,314,742
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
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3,314,742
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares*
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☐
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11
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Percent of Class Represented by Amount in Row 9
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5.4%
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12
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Type of Reporting Person (See
Instructions)
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EP
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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:
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(a) | ☐ | Broker or dealer registered under section 15 of the Act. |
(b) | ☐ | Bank as defined in section 3(a)(6) of the Act. |
(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 § 240.13d-1(b)(1)(ii)(E). |
(f) | ☒ | An employee benefit plan or endowment fund in accordance with § 240.13d‑1(b)(1)(ii)(F). |
(g) | ☐ | A parent holding company or control person in accordance with § 240.13d‑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. |
(j) | ☐ | A non-U.S. institution in accordance with § 240.13d‑1(b)(1)(ii)(J). |
(k) | ☐ | Group, in accordance with § 240.13d‑1(b)(1)(ii)(K). |
(i) | Sole power to vote or to direct the vote: | None |
(ii) | Shared power to vote or to direct the vote: |
3,314,742 |
(iii) | Sole power to dispose or to direct the disposition of: | None |
(iv) | Shared power to dispose or to direct the disposition of: | 3,314,742 |
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
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Item 8. |
Identification and Classification of Members of the Group.
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Item 9. |
Notice of Dissolution of Group.
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Item 10. | Certifications. |
POLARIS INDUSTRIES INC. EMPLOYEE
STOCK OWNERSHIP PLAN
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By: Polaris Industries Inc. Employee Stock |
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Ownership Plan Committee, as Plan Administrator |
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By:
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/s/ Gary E. Hendrickson | ||
Gary E. Hendrickson | ||||
Committee Chairman |