UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Sportsman's Warehouse Holdings Inc
(Name of Issuer)
Equity
(Title of Class of Securities)
84920Y106
(CUSIP Number)
April 18, 2014
(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] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* 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 Instructions).
| 1 |
NAME OF REPORTING PERSON Robeco Institutional Asset Management BV (RIAM BV) I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) |
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| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] |
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| 3 | SEC USE ONLY |
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| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION The Netherlands |
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| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 |
SOLE VOTING POWER 2.066.731,00 |
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| 6 |
SHARED VOTING POWER |
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| 7 |
SOLE DISPOSITIVE POWER |
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| 8 |
SHARED DISPOSITIVE POWER 2.066.731,00 |
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| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2.066.731,00 |
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| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[]
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| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.007% |
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| 12 |
TYPE OF REPORTING PERSON |
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| ITEM 1(a). | NAME OF ISSUER: | |
| Sportsman's Warehouse Holdings Inc | ||
| ITEM 1(b). | ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: | |
| 7035 South High Tech Drive, Midvale, Utah 84047 | ||
| ITEM 2(a). | NAME OF PERSON FILING: | |
| Robeco Institutional Asset Management BV (RIAM BV) | ||
| ITEM 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: | |
| Coolsingel 120. 3011 AG. Rotterdam. Zuid-Holland. | ||
| ITEM 2(c). | CITIZENSHIP: | |
| The Netherlands | ||
| ITEM 2(d). | TITLE OF CLASS OF SECURITIES: | |
| Equity | ||
| ITEM 2(e). | CUSIP NUMBER: | |
| 84920Y106 | ||
| ITEM 3. | IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-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 (15 U.S.C. 78c); | |
| (b) | [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | [ ] Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | [ ] Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); |
|
| (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 associations 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 (15 U.S.C. 80a-3); | |
| (j) | [X] A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J); | |
| (k) |
[ ] Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution: |
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| ITEM 4. | OWNERSHIP: | |
| Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. | ||
| (a) | Amount beneficially owned: | |
| 2.066.731,00 | ||
| (b) | Percent of class: | |
| 5.007% | ||
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: | ||
| 2.066.731,00 | ||
| (ii) Shared power to vote or to direct the vote: | ||
| (iii) Sole power to dispose or to direct the disposition of: | ||
| (iv) Shared power to dispose or to direct the disposition of: | ||
| 2.066.731,00 | ||
| 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 five percent of the class of securities, check the following [ ]. | ||
| ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: | |
| This schedule is being filed with respect 2,066,731 shares Sportsman's Warehouse Holdings Inc (the Common Stock) held by Robeco Institutional Asset Management, BV (RIAM BV) on April 18 2014 for Robeco Capital Growth Funds managed SICAV fund Robeco US Premium Equities managed by Robeco Investment Management Inc. as Investment Sub-Adviser. By reason of Rule 13d-3 under the act, RIAM BV may be deemed to be a beneficial owner of such Common Stock. To the knowledge of RIAM BV no person has the right to receive or the power to direct the receipt of dividends from the proceeds from the sale of such Common Stock which represents more than 5% of the outstanding shares of the Common Stock referred to in item 4(b) hereof. | ||
| ITEM 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: | |
| ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: | |
| ITEM 9. | NOTICE OF DISSOLUTION OF GROUP: | |
| ITEM 10. | CERTIFICATION: | |
| By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to [insert particular category of institutional investor] is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D. | ||
| May 01, 2014 |
| Date |
| Robeco Institutional Asset Management BV (RIAM BV) |
| /s/ Robeco Institutional Asset Management BV |
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| Signature |
| Peter van Vliet, Compliance Officer |
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| Name/Title |