Amended Statement of Ownership (sc 13g/a)
February 12 2021 - 9:55AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
(Amendment No. 16)*
SAP SE
(f/k/a SAP AG)
(Name of Issuer)
ORDINARY SHARES, WITHOUT NOMINAL
VALUE
(Title of Class of Securities)
803054204
(CUSIP Number)
December 31, 2020
(Date of Event which Requires
Filing of this Statement)
Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
* 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 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).
|
1.
|
NAMES OF REPORTING PERSONS
Dietmar Hopp Stiftung GmbH
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
|
1.
|
NAMES OF REPORTING PERSONS
Dietmar Hopp
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
1.
|
NAMES OF REPORTING PERSONS
Daniel Hopp
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
1.
|
NAMES OF REPORTING PERSONS
DAH Beteiligungs GmbH
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
|
1.
|
NAMES OF REPORTING PERSONS
Dietmar Hopp Familienstiftung
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Liechtenstein
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
|
1.
|
NAMES OF REPORTING PERSONS
DH Besitzgesellschaft mbH & Co. KG
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
|
1.
|
NAMES OF REPORTING PERSONS
Oliver Hopp
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
|
1.
|
NAMES OF REPORTING PERSONS
DH-LT-Investments GmbH
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
|
1.
|
NAMES OF REPORTING PERSONS
72HODA80 GmbH
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) ☒
(b) ☐
|
|
3.
|
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE VOTING POWER
0
|
|
6.
|
SHARED VOTING POWER
61,935,965
|
|
7.
|
SOLE DISPOSITIVE POWER
0
|
|
8.
|
SHARED DISPOSITIVE POWER
61,935,965
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,935,965
|
|
10.
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions)
☐
|
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.04%
|
|
12.
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
Item 1(a). Name of Issuer
SAP SE (f/k/a SAP AG) (the “Company”).
Item 1(b). Address of Issuer’s Principal
Executive Offices
The Company’s principal executive
offices are located at Dietmar Hopp Allee 16, 69190 Walldorf, Federal Republic of Germany.
Item 2(a). Name of Persons Filing
This Amendment No. 16 to Schedule 13G is
filed pursuant to a Joint Filing Agreement, dated February 20, 2020, by the following persons with respect to an aggregate of 61,935,965
shares of the Company (collectively, the “Shares”) as described below:
|
|
(i)
|
Dietmar Hopp Stiftung GmbH, with respect to the Shares beneficially owned by it.
|
|
|
(ii)
|
Mr. Dietmar Hopp, with respect to the Shares beneficially owned by him.
|
|
|
(iii)
|
Mr. Daniel Hopp, with respect to the Shares beneficially owned by him.
|
|
|
(iv)
|
DAH Beteiligungs GmbH, with respect to the Shares beneficially owned by it.
|
|
|
(v)
|
Dietmar Hopp Familienstiftung, with respect to the Shares beneficially owned by it.
|
|
|
(vi)
|
DH Besitzgesellschaft mbH & Co. KG, with respect to the Shares beneficially owned by it.
|
|
|
(vii)
|
Mr. Oliver Hopp, with respect to the Shares beneficially owned by him.
|
|
|
(viii)
|
DH-LT-Investments GmbH, with respect to the Shares beneficially owned by it.
|
|
|
(ix)
|
72HODA80 GmbH, with respect to the Shares beneficially owned by it.
|
The foregoing persons are hereinafter referred
to collectively as the “Reporting Persons”. Any disclosures herein with respect to persons other than the Reporting
Persons are made on information and belief after making inquiry to the appropriate party.
Item 2(b). Address of Principal Business Office
or, If None, Residence
The address of the principal place of business
of each of the Reporting Persons is c/o Rittershaus Rechtsanwälte Partnerschaftsgesellschaft mbB, Harrlachweg 4, 68163 Mannheim,
Federal Republic of Germany.
Item 2(c). Citizenship
|
|
(i)
|
Dietmar Hopp Stiftung GmbH is a corporation organized under the laws of the Federal Republic of Germany.
|
|
|
(ii)
|
Mr. Dietmar Hopp is a citizen of the Federal Republic of Germany.
|
|
|
(iii)
|
Mr. Daniel Hopp is a citizen of the Federal Republic of Germany.
|
|
|
(iv)
|
DAH Beteiligungs GmbH is a corporation organized under the laws of the Federal Republic of Germany.
|
|
|
(v)
|
Dietmar Hopp Familienstiftung is a trust organized under the laws of Liechtenstein.
|
|
|
(vi)
|
DH Besitzgesellschaft mbH & Co. KG is a partnership with a general partner with limited liability organized under the laws of the Federal Republic of Germany.
|
|
|
(vii)
|
Mr. Oliver Hopp is a citizen of the Federal Republic of Germany.
|
|
|
(viii)
|
DH-LT-Investments GmbH is a corporation organized under the laws of the Federal Republic of Germany.
|
|
|
(ix)
|
72HODA80 GmbH is a corporation organized under the laws of the Federal Republic of Germany.
|
Item 2(d). Title of Class of Securities
Ordinary Shares, without nominal value
Item 2(e). CUSIP No.
803054204
Item 3. If this statement is filed pursuant to
Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
|
|
(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 registered under Section 203 of the
Investment Advisers Act of 1940 or under the laws of any state;
|
|
|
(f)
|
☐ An employee benefit plan or endowment fund in accordance
with Rule 13d–1(b)(1)(ii)(F);
|
|
|
(g)
|
☐ A parent holding company or control person in accordance
with Rule 13d–1(b)(1)(ii)(G);
|
|
|
(h)
|
☐ A savings associations 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 of 1940;
|
|
|
(j)
|
☐ Group, in accordance
with Rule 13d–1(b)(1)(ii)(J).
|
Item 4. Ownership
The percentages referenced in Item 11 of
the cover pages were calculated based upon 1,228,504,232 ordinary shares (excluding 34,854,354 treasury shares) of the Company
issued and outstanding as of December 31, 2019, as reflected in the Company’s Form 20-F, filed with the Securities and Exchange
Commission on February 27, 2020.
With respect to the beneficial ownership
of each Reporting Person, see Items 5 through 11 of the cover pages to this Schedule 13G/A, which are incorporated herein by reference.
These items reflect the beneficial ownership of each Reporting Person as of December 31, 2020.
The Reporting Persons have entered into
a pooling agreement which governs, among other things, voting and disposition of the Shares, with each Reporting Person’s
voting and dispositive rights with respect to all of the Shares proportionate to the percentage of Shares owned by such Reporting
Person.
Item 5. Ownership of 5 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 5 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.
Not applicable
Item 8. Identification and Classification of Members
of the Group.
See Exhibit 99.1.
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certifications.
Not applicable
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: February 11, 2021
|
|
Dietmar Hopp Stiftung GmbH
|
|
|
|
|
|
|
|
By:
|
/s/ Marc Hauser
|
|
|
|
Name:
|
Marc Hauser
|
|
|
|
Title:
|
Attorney-in-fact
|
|
|
DAH Beteiligungs GmbH
|
|
|
|
|
|
|
|
By:
|
/s/ Marc Hauser
|
|
|
|
Name:
|
Marc Hauser
|
|
|
|
Title:
|
Attorney-in-fact
|
|
|
Dietmar Hopp Familienstiftung
|
|
|
|
|
|
|
|
By:
|
/s/ Marc Hauser
|
|
|
|
Name:
|
Marc Hauser
|
|
|
|
Title:
|
Attorney-in-fact
|
|
|
DH Besitzgesellschaft mbH & Co. KG
|
|
|
|
|
|
|
|
By:
|
/s/ Marc Hauser
|
|
|
|
Name:
|
Marc Hauser
|
|
|
|
Title:
|
Attorney-in-fact
|
|
|
DH-LT-Investments GmbH
|
|
|
|
|
|
|
|
By:
|
/s/ Marc Hauser
|
|
|
|
Name:
|
Marc Hauser
|
|
|
|
Title:
|
Attorney-in-fact
|
|
|
72HODA80 GmbH
|
|
|
|
|
|
|
|
By:
|
/s/ Marc Hauser
|
|
|
|
Name:
|
Marc Hauser
|
|
|
|
Title:
|
Attorney-in-fact
|
|
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/s/ Dietmar Hopp
|
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Dietmar Hopp
|
|
|
|
|
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/s/ Daniel Hopp
|
|
|
Daniel Hopp
|
|
|
|
|
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/s/ Oliver Hopp
|
|
|
Oliver Hopp
|
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