Affymetrix Inc - Amended Statement of Ownership (SC 13G/A)
February 14 2008 - 2:29PM
Edgar (US Regulatory)
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UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment No. 9)*
(Name of Issuer)
(Title of Class of
Securities)
(CUSIP Number)
(Date of Event
Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
x
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Rule 13d-1(b)
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o
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Rule 13d-1(c)
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o
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Rule 13d-1(d)
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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.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
CUSIP No. 00826T108
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1.
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Names of Reporting Persons
PRIMECAP Management Company 95-3868081
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2.
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Check the Appropriate Box
if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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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
225 South Lake Ave., #400, Pasadena, CA 91101
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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
2,293,955
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6.
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Shared Voting Power
0
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7.
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Sole Dispositive Power
5,714,755
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8.
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Shared Dispositive Power
0
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9.
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Aggregate Amount
Beneficially Owned by Each Reporting Person
5,714,755
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10.
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Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class
Represented by Amount in Row (9)
8.28%
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12.
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Type of Reporting Person
(See Instructions)
IA
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2
Item 1.
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(a)
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Name of Issuer
Affymetrix Inc.
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(b)
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Address of Issuers
Principal Executive Offices
3420 Central Expressway, Santa Clara, CA 95051
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Item 2.
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(a)
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Name of Person Filing
PRIMECAP Management Company
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(b)
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Address of Principal
Business Office or, if none, Residence
225 South Lake Ave., #400, Pasadena, CA 91101
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(c)
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Citizenship
U.S.A.
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(d)
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Title of Class of
Securities
Common
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(e)
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CUSIP Number
00826T108
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Item 3.
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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)
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o
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Broker or dealer
registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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o
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Bank as defined in section
3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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o
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Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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o
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Investment company
registered under section 8 of the Investment Company Act of 1940 (15 U.S.C.
80a-8).
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(e)
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x
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An investment adviser in
accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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o
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An employee benefit plan
or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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o
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A parent holding company
or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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o
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A savings association as
defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813);
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(i)
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o
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A church plan that is
excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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o
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Group, in accordance with
§240.13d-1(b)(1)(ii)(J).
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Item 4.
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Ownership
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Provide the following
information regarding the aggregate number and percentage of the class of
securities of the issuer identified in Item 1.
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(a)
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Amount beneficially
owned:
5,714,755
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(b)
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Percent of class:
8.28%
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(c)
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Number of shares as to
which the person has:
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(i)
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Sole power to vote or to
direct the vote
2,293,955
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(ii)
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Shared power to vote or to
direct the vote
0
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(iii)
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Sole power to dispose or
to direct the disposition of
5,714,755
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(iv)
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Shared power to dispose or
to direct the disposition of
0
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Instruction
: For computations
regarding securities which represent a right to acquire an underlying
security
see
§240.13d-3(d)(1).
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Item 5.
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Ownership of Five Percent or Less
of a Class
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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 five percent of the class of securities, check
the following
o
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Instruction:
Dissolution of a group requires a response to this item.
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Item 6.
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Ownership of More than Five Percent
on Behalf of Another Person
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If any 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, such securities, a statement to that effect should be
included in response to this item and, if such interest relates to more than
five percent of the class, such person should be identified. A listing of the
shareholders of an investment company registered under the Investment Company
Act of 1940 or the beneficiaries of employee benefit plan, pension fund or
endowment fund is not required.
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Item 7.
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Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company or Control Person
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If a parent holding company has filed this schedule,
pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company has filed this schedule pursuant to
Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification
of the relevant subsidiary.
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Item 8.
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Identification and Classification
of Members of the Group
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If a group has filed this schedule pursuant to
§240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit
stating the identity and Item 3 classification of each member of the group.
If a group has filed this schedule pursuant to §240.13d-1(c) or
§240.13d-1(d), attach an exhibit stating the identity of each member of the
group.
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Item 9.
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Notice of Dissolution of Group
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Notice of dissolution of a group may be furnished as
an exhibit stating the date of the dissolution and that all further filings with
respect to transactions in the security reported on will be filed, if
required, by members of the group, in their individual capacity. See Item 5.
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Item 10.
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Certification
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(a) The
following certification shall be included if the statement is filed pursuant
to §240.13d-1(b):
By signing below I
certify that, to the best of my knowledge and belief, the securities referred
to above were acquired and are held in the ordinary course of business and
were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect.
(b) The
following certification shall be included if the statement is filed pursuant
to §240.13d-1(c):
By signing below I
certify that, to the best of my knowledge and belief, the securities referred
to above were not acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of the securities
and were not acquired and are not held in connection with or as a participant
in any transaction having that purpose or effect.
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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.
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February 6, 2008
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Date
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/s/ Karen Chen
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Signature
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Karen Chen, CCO
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Name/Title
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The original statement shall be signed by
each person on whose behalf the statement is filed or his authorized
representative. If the statement is signed on behalf of a person by his
authorized representative other than an executive officer or general partner of
the filing person, evidence of the representatives authority to sign on behalf
of such person shall be filed with the statement, provided, however, that a
power of attorney for this purpose which is already on file with the Commission
may be incorporated by reference. The name and any title of each person who
signs the statement shall be typed or printed beneath his signature.
NOTE
: Schedules filed in paper
format shall include a signed original and five copies of the schedule,
including all exhibits.
See
§240.13d-7
for other parties for whom copies are to be sent.
Attention:
Intentional misstatements or omissions of fact constitute Federal criminal
violations (See 18 U.S.C. 1001)
5
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