SEC Form SC 13G/A filed by Carriage Services Inc. (Amendment)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Amendment #2
Under the Securities and Exchange Act of 1934
Carriage Services Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
143905107
(CUSIP Number)
December 31, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
This Schedule is filed pursuant to Rule 13d-1(b)
The information required in the remainder of this cover page (except any items to which the form provides a cross-reference) 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.
CUSIP NO. 143905107
| 1) |
Name of Reporting Person Ameriprise Financial, Inc.
S.S. or I.R.S. Identification No. of Above Person IRS No. 13-3180631 | |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 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
0 | ||||
| 6) | Shared Voting Power
1,091,673 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,091,973 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,091,973 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.42% | |||||
| 12) | Type of Reporting Person
HC | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person TAM UK International Holdings Limited
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,063,201 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,063,201 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,063,201 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.23% | |||||
| 12) | Type of Reporting Person
FI | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person Threadneedle Holdings Limited
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,063,201 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,063,201 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,063,201 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.23% | |||||
| 12) | Type of Reporting Person
FI | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person TAM UK Holdings Limited
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,063,201 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,063,201 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,063,201 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.23% | |||||
| 12) | Type of Reporting Person
FI | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person Threadneedle Asset Management Holdings Limited
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,063,201 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,063,201 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,063,201 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.23% | |||||
| 12) | Type of Reporting Person
FI | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person TC Financing Ltd
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,063,201 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,063,201 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,063,201 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.23% | |||||
| 12) | Type of Reporting Person
FI | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person Threadneedle Asset Management Limited
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,063,201 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,063,201 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,063,201 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.23% | |||||
| 12) | Type of Reporting Person
FI | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person Threadneedle Investment Services Limited
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,063,201 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,063,201 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,063,201 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
7.23% | |||||
| 12) | Type of Reporting Person
FI | |||||
CUSIP NO. 143905107
| 1) |
Name of Reporting Person Threadneedle American Smaller Companies Fund, a sub-fund of Threadneedle Investment Funds ICVC
| |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group.
| |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
England and Wales | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
780,101 | ||||
| 6) | Shared Voting Power
0 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
780,101 | |||||
| 9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
780,101 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
5.30% | |||||
| 12) | Type of Reporting Person
IV | |||||
| 1(a) | Name of Issuer: | Carriage Services Inc. | ||
| 1(b) | Address of Issuer’s Principal | 3040 Post Oak Boulevard, Suite 300 | ||
| Executive Offices: | Houston, Texas 77056 | |||
| 2(a) | Name of Person Filing: | (a) Ameriprise Financial, Inc. (“AFI”) | ||
| (b) TAM UK International Holdings Limited (“TAMUKI”) | ||||
| (c) Threadneedle Holdings Limited (“THL”) | ||||
| (d) TAM UK Holdings Limited (“TUHL”) | ||||
| (e) Threadneedle Asset Management Holdings Limited (“TAMHL”) | ||||
| (f) TC Financing Ltd (“TCFL”) | ||||
| (g) Threadneedle Asset Management Limited (“TAML”) | ||||
| (h) Threadneedle Investment Services Limited (“TISL”) | ||||
| (i) Threadneedle American Smaller Companies Fund, a sub-fund of | ||||
| Threadneedle Investment Funds ICVC (“Fund”) | ||||
| Persons (a) through (h) are sometimes referred to herein as the “Ameriprise Entities”. | ||||
| 2(b) | Address of Principal Business Office: | (a) Ameriprise Financial, Inc. | ||
| 145 Ameriprise Financial Center | ||||
| Minneapolis, MN 55474 | ||||
| (b) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| (c) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| (d) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| (e) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| (f) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| (g) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| (h) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| (i) Cannon Place, 78 Cannon Street, London, EC4N 6AG | ||||
| 2(c) | Citizenship: | (a) Delaware | ||
| (b) England and Wales | ||||
| (c) England and Wales | ||||
| (d) England and Wales | ||||
| (e) England and Wales | ||||
| (f) England and Wales | ||||
| (g) England and Wales | ||||
| (h) England and Wales | ||||
| (i) England and Wales | ||||
| 2(d) | Title of Class of Securities: | Common Stock | ||
| 2(e) | Cusip Number: | 143905107 | ||
| 3 | Information if statement is filed pursuant to Rules 13d-1(b) or 13d-2(b): |
(a) Ameriprise Financial, Inc.
A parent holding company in accordance with Rule 13d-1(b)(1)(ii)(G). (Note: See Item 7)
(b) TAM UK International Holdings Limited
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
(c) Threadneedle Holdings Limited
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
(d) TAM UK Holdings Limited
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
(e) Threadneedle Asset Management Holdings Limited
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
(f) TC Financing Ltd
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
(g) Threadneedle Asset Management Limited
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
(h) Threadneedle Investment Services Limited
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
(i) Threadneedle American Smaller Companies Fund, a sub-fund of Threadneedle Investment Funds ICVC
A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
| 4 | Incorporated by reference to Items (5)-(9) and (11) of the cover page pertaining to each reporting person. |
AFI, as the parent company of the other Ameriprise Entities, may be deemed to beneficially own the shares reported herein by those reporting persons. Accordingly, the shares reported herein by AFI include those shares separately reported herein by those reporting persons.
Each of the Ameriprise Entities disclaims beneficial ownership of any shares reported on this Schedule.
| 5 | Ownership of 5% or Less of a Class: Not Applicable |
| 6 | Ownership of more than 5% on Behalf of Another Person: |
To the knowledge of the Ameriprise Entities and the Fund, no other persons besides the Ameriprise Entities and the Fund and those persons for whose shares of common stock the Ameriprise Entities report beneficial ownership have the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of the securities of the issuer reported herein.
Any remaining shares reported herein by the Ameriprise Entities are held by various other funds or accounts managed by one or more of the Ameriprise Entities which each have the right to receive any dividends paid by the issuer and could terminate their respective investment advisory relationship with the applicable Ameriprise Entity and then subsequently direct the use of proceeds from the sale of the common stock owned by such fund or account. To the knowledge, of the Ameriprise Entities none of these other funds or accounts own more than 5% of the outstanding shares of the issuer as December 31, 2022 other than the Fund.
| 7 | Identification and Classification of the Subsidiaries Which Acquired the Security Being Reported on by the Parent Holding Company: |
AFI: See Exhibit I
| 8 | Identification and Classification of Members of the Group: |
Not Applicable
| 9 | Notice of Dissolution of Group: |
Not Applicable
| 10 | Certification: |
By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect.
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.
Dated: February 14, 2023
| Ameriprise Financial, Inc. | ||
| By: /s/ Michael G. Clarke | ||
| Name: Michael G. Clarke | ||
| Title: Senior Vice President, Head of Global Operations | ||
| TAM UK International Holdings Limited | ||
| Threadneedle Holdings Limited | ||
| TAM UK Holdings Limited | ||
| Threadneedle Asset Management Holdings Limited | ||
| TC Financing Ltd | ||
| Threadneedle Asset Management Limited | ||
| Threadneedle Investment Services Limited | ||
| By Columbia Management Investment | ||
| Advisers, LLC, as Attorney in Fact | ||
| By: /s/ Michael G. Clarke | ||
| Name: Michael G. Clarke | ||
| Title: Senior Vice President, Head of Global Operations | ||
| Threadneedle American Smaller Companies Fund, a sub-fund of Threadneedle Investment Funds ICVC | ||
| By Columbia Management Investment | ||
| Advisers, LLC, as Attorney in Fact | ||
| By: /s/ Michael G. Clarke | ||
| Name: Michael G. Clarke | ||
| Title: Senior Vice President, Head of Global Operations | ||
| Contact Information | ||
| Mark D. Braley | ||
| Vice President | ||
| Head of Reporting and Data Management | Global Operations and Investor Services | ||
| Telephone: (617) 747-0663 | ||
Exhibit Index
| Exhibit I | Identification and Classification of the Subsidiaries which Acquired the Security Being Reported on by the Parent Holding Company. | |
| Exhibit II | Joint Filing Agreement | |
| Exhibit III | Powers of Attorney | |