UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________

 

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)

 

Female Health Company

 

_______________________________________________________________

(Name of Issuer)

 

Common Stock, $.01 par value

_______________________________________________________________

(Title of Class of Securities)

 

314462102

 

______________________________________________________________

(CUSIP Number)

 

December 31, 2013

______________________________________________________________

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which the Schedule is filed:

 

¨Rule 13d-1(b)

 

xRule 13d-1(c)

 

¨Rule 13d-1(d)

 

 
 

   

 

CUSIP No. 314462102

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

Duke University

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

56-0532129

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    ¨

(b)    x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

801,384

6.

 

SHARED VOTING POWER

 

947,073

7.

 

SOLE DISPOSITIVE POWER

 

801,384

8.

 

SHARED DISPOSITIVE POWER

 

947,073

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,748,457

10.

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

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.1%

 

12.

TYPE OF REPORTING PERSON

 

OO

  

 
 

  

 

CUSIP No. 314462102

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

The Duke Endowment

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

56-0529965

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    ¨

(b)    x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

476,298

6.

 

SHARED VOTING POWER

 

0

7.

 

SOLE DISPOSITIVE POWER

 

476,298

8.

 

SHARED DISPOSITIVE POWER

 

0

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

476,298

10.

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

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

1.7%

 

12.

TYPE OF REPORTING PERSON

 

OO

 

 
 

  

 

CUSIP No. 314462102

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

Employees’ Retirement Plan of Duke University

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

58-2255087

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    ¨

(b)     x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

220,008

6.

 

SHARED VOTING POWER

 

0

7.

 

SOLE DISPOSITIVE POWER

 

220,008

8.

 

SHARED DISPOSITIVE POWER

 

0

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

220,008

10.

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

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.8%

 

12.

TYPE OF REPORTING PERSON

 

EP

 

 
 

  

 

CUSIP No. 314462102

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

Duke University Health System, Inc.

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

56-2070036

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    ¨

(b)    x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

250,767

6.

 

SHARED VOTING POWER

 

0

7.

 

SOLE DISPOSITIVE POWER

 

250,767

8.

 

SHARED DISPOSITIVE POWER

 

0

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

250,767

10.

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

x

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.9%

 

12.

TYPE OF REPORTING PERSON

 

OO

 

 
 

  

 

CUSIP No. 314462102

 

 

13G/A

 

 

1.

NAMES OF REPORTING PERSONS

 

DUMAC, Inc

 

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

90-0754895

 

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)    ¨

(b)    x

 

3.

SEC USE ONLY

 

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

North Carolina

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

 

SOLE VOTING POWER

 

0

6.

 

SHARED VOTING POWER

 

1,748,457

7.

 

SOLE DISPOSITIVE POWER

 

0

8.

 

SHARED DISPOSITIVE POWER

 

1,748,457

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,748,457

10.

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

¨

 

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.1%

 

12.

TYPE OF REPORTING PERSON

 

IA

 

 
 

  

DUMAC, Inc. (“DUMAC”), Duke University, The Duke Endowment, Duke University Health System, Inc. and the Employees’ Retirement Plan of Duke University (collectively, the “Reporting Persons”) are filing this Statement of Beneficial Ownership on Schedule 13G/A to report the shares of Common Stock, par value $.01 per share (the “Common Stock”) of Female Health Company, a Wisconsin corporation (“FHC”) over which they could acquire beneficial ownership if they were to terminate their investment management agreement with Bares Capital Management, Inc.

 

DUMAC is a North Carolina non-profit corporation. DUMAC manages the investment of endowment and other assets of Duke University, the Employees’ Retirement Plan of Duke University, Duke University Health System, Inc. and the Duke Endowment. DUMAC does not hold legal title to its clients’ assets. The members of the board of directors of DUMAC are appointed by the executive committee of the board of trustees of Duke University.

 

Item 1(a). Name of Issuer:
   
  Female Health Company
   
Item 1(b). Address of Issuer’s Principal Executive Offices:
   
  515 N. State Street, Suite 2225
  Chicago, IL  60610
   
Item 2(b). Name of Person Filing:
   
  Duke University
  The Duke Endowment
  Employees’ Retirement Plan of Duke University
  Duke University Health System, Inc.
  DUMAC, Inc.
   
Item 2(b). Address of Principal Business Office:
   
  Duke University
  c/o DUMAC, Inc.
  280 S Mangum St., Suite 210
  Durham, NC  27701
   
  The Duke Endowment
  c/o DUMAC, Inc.
  280 S Mangum St., Suite 210
  Durham, NC  27701
   
  Employees’ Retirement Plan of Duke University
  c/o DUMAC, Inc.
  280 S Mangum St., Suite 210
  Durham, NC  27701
   
  Duke University Health System, Inc.
  c/o DUMAC, Inc.
  280 S Mangum St., Suite 210
  Durham, NC  27701

 

 
 

  

  DUMAC, Inc.
  280 S Mangum St., Suite 210
  Durham, NC  27701
   
Item 2(c). Citizenship:
   
  Duke University
  North Carolina
   
  The Duke Endowment
  North Carolina
   
  Employees’ Retirement Plan of Duke University
  North Carolina
   
  Duke University Health System, Inc.
  North Carolina
   
  DUMAC, Inc.
  North Carolina

 

Item 2(d). Title of Class of Securities
   
  Common Stock, $.01 par value
   
Item 2(e). CUSIP Number:
   
  314462102

 

Item 3. If this statement is filed pursuant to rule 240.13d-1(b) or 240.13d-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 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 (12 U.S.C. 1813).
     
(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 Section 240.13d-1(b)(1)(ii)(J).

 

Item 4.Ownership

 

As of the date of this filing, Duke University beneficially owns 1,748,457 shares of Common Stock of FHC, which constitutes approximately 6.1% of FHC’s outstanding Common Stock as reported in its Annual Report on Form 10-K for the fiscal year ended September 30, 2013 filed on December 3, 2013. Of the above 1,748,457 shares of Common Stock, Duke University has sole voting and dispositive power over 801,384 shares of Common Stock and shared dispositive power over 947,073 shares of Common Stock.

 

The Duke Endowment beneficially owns, and has sole voting and dispositive power over, 476,298 shares of Common Stock of FHC, which constitutes approximately 1.7% of FHC’s outstanding Common Stock. The Employees’ Retirement Plan of Duke University beneficially owns, and has sole voting and dispositive power over, 220,008 shares of Common Stock of FHC, which constitutes approximately 0.8% of FHC’s outstanding Common Stock. Duke University Health System, Inc. beneficially owns, and has sole voting and dispositive power over, 250,767 shares of Common Stock of FHC, which constitutes approximately 0.9% of FHC’s outstanding Common Stock. None of The Duke Endowment, Employees’ Retirement Plan of Duke University or Duke University Health System, Inc. has shared voting and dispositive power over any shares of Common Stock of FHC.

 

This Schedule 13G/A has been filed for informational purposes to reflect that DUMAC makes investment decisions for each of Duke University, The Duke Endowment, Duke University Health System, Inc., and the Employees’ Retirement Plan of Duke University. Beneficial ownership of FHC’s shares beneficially owned by Duke University, the Employees’ Retirement Plan of Duke University, Duke University Health System, Inc., the Duke Endowment is also reflected in Schedule 13G/A, as amended, filed by Bares Capital Management, Inc. The Reporting Persons disclaim beneficial ownership over the shares of Common Stock reported above.

 

Item 5.Ownership of Five Percent or Less of 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 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.Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were 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.

 

ExhibitsExhibit 99-1

 

Joint Filing Agreement, dated March 6, 2014, by and among DUMAC, The Duke Endowment, Employees’ Retirement Plan of Duke University, Duke University Health System, Inc. and Duke University.

 

[Signature Page Follows]

 

 
 

  

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:  March 6, 2014    
     
  Duke University
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title:   Secretary
                DUMAC, Inc.
     
  The Duke Endowment
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title:   Secretary
                DUMAC, Inc.
     
  Employees’ Retirement Plan of Duke University
     
  By: /s/ Robert E. McGrail
    Name: Robert E. McGrail
    Title:   Secretary
                DUMAC, Inc.
     
  Duke University Health System, Inc.
     
  By: /s/ Robert E. McGrail
    Name:  Robert E. McGrail
    Title:    Secretary
                 DUMAC, Inc.
     
  DUMAC, Inc.
     
  By: /s/ Robert E. McGrail
    Name:  Robert E. McGrail
    Title:    Secretary
                 DUMAC, Inc.