Allison Transmission Holdings, Inc.

(Name of Issuer)

 

Common Stock, $0.01 par value per share

(Title of Class of Securities)

 

01973R101

(CUSIP Number)

 

December 31, 2017

(Date of Event Which Requires Filing of this Statement)

1.

NAME OF REPORTING PERSON
 

Longview Asset Management, LLC

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☐

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

5.

SOLE VOTING POWER

—

6.

SHARED VOTING POWER

8,271,938⁽¹⁾

7.

SOLE DISPOSITIVE POWER

—

8.

SHARED DISPOSITIVE POWER

8,271,938⁽¹⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

8,271,938⁽¹⁾

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.83%⁽²⁾

12.

TYPE OF REPORTING PERSON

IA

Item 1(a).

Name of Issuer:

 

Allison Transmission Holdings, Inc.

 

Item 1(b).

Address of Issuer’s Principal Executive Offices:

 

One Allison Way, Indianapolis, Indiana 46222

 

Item 2(a).

Name of Person Filing:

 

Longview Asset Management, LLC (“Longview”)

 

Item 2(b).

Address of Principal Business Office or, if none, Residence:

 

222 N. LaSalle Street, Suite 2000, Chicago, Illinois 60601

 

Item 2(c).

Citizenship:

 

Delaware

 

Item 2(d).

Title of Class of Securities:

 

Common Stock, $0.01 par value per share

 

Item 2(e).

CUSIP Number:

 

01973R101

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), indicate type of person filing.

 

Not applicable.

 

Item 4.

Ownership.

 

(a)

Amount beneficially owned:  See row 9 of the cover page and footnote 1 thereto.

 

(b)

Percent of class:  See row 11 of the cover page and footnote 2 thereto.

 

(c)

Number of shares as to which such person has:

 

(i)

Sole power to vote or direct the vote:

See row 5 of the cover page.

 

(ii)

Shared power to vote or direct the vote:

See row 6 of the cover page and footnote thereto.

 

(iii)

Sole power to dispose or to direct the disposition of:

See row 7 of the cover page.

 

(iv)

Shared power to dispose or to direct the disposition of:

See row 8 of the cover page and footnote thereto.

 

Percent of class is based on (i) the number of shares held by Longview as of December 31, 2017 and (ii) the number of shares of common stock outstanding as of October 17, 2017 (141,760,746 shares) as reported by the Issuer in its most recent Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on October 31, 2017.  As of February 9, 2018, Longview beneficially owned 6,263,168 shares, or 4.42% of the shares of common stock reported outstanding as of October 17, 2017.

 

Item 5.

Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following  ☒

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

 

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

 

Not applicable.

 

Item 10.

Certifications.

 

Not applicable.

 

February 9, 2018

Longview Asset Management, LLC

 

By:   /s/Aaron Rappaport                                             

Name: Aaron Rappaport

Title:   Vice President and Chief Compliance Officer