Amended Statement of Beneficial Ownership (sc 13d/a)
October 16 2020 - 4:20PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 11)
(Name of Issuer)
Texas Pacific Land Trust
(Title of Class of Securities)
Sub-share Certificates
(CUSIP Number)
882610108
Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
Jay Kesslen
c/o Horizon Kinetics LLC
470 Park Avenue South
New York, NY 10016
(Date of Event which Requires Filing of this Statement)
October 15, 2020
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☒
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule.13d-7 for other parties to whom copies are to be sent.
* 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 disclosures provided in a prior cover page.
The information required on 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).
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1. Names of Reporting Persons.
Horizon Kinetics Asset Management LLC
13-3776334
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2. Check the Appropriate Box if a Member of a Group
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(a) ☐
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(b) ☐
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3. SEC Use Only
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4. Source of Funds
WC
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
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☐
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6. Citizenship or Place of Organization
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Delaware
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Number of Shares
Beneficially
Owned by
Each Reporting
Person With:
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7. Sole Voting Power
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1,638,935
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8. Shared Voting Power
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9. Sole Dispositive Power
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1,638,935
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10. Shared Dispositive Power
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
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1,638,935
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
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☐
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13. Percent of Class Represented by Amount in Row (11)
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21.1
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14. Type of Reporting Person
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IA
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This Amendment No. 11 to the Schedule 13D (this "Amendment No. 11") relates to the sub-share certificates of proprietary interests (the "Shares") of Texas Pacific Land Trust ("TPL") and amends the Schedule 13D Amendment 10 filed on June 15, 2020 (the "Schedule 13D 10" and, together with this Amendment No. 11, the "Schedule 13D"). Capitalized terms used and not defined in this Amendment No. 11 have the meanings set forth in the Original Schedule 13D.
This Amendment No. 11 is being filed by Horizon Kinetics Asset Management LLC ("Horizon") a Delaware limited liability company, a wholly owned subsidiary of Horizon Kinetics LLC.
This Amendment No. 11 is being filed to amend Item 5 of the Schedule 13D as follows:
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 of the Schedule 13D is amended by adding the following:
Percentages of the Shares outstanding reported in this Amendment No. 11 are calculated based upon the 7,756,156 Shares outstanding as of July 31, 2020, as reported in TPL's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, filed by TPL with the SEC on August 6, 2020.
The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by Horizon, on behalf of its clients, including its proprietary accounts may be found in rows 11 and 13 of the cover page, which is hereby incorporated by reference.
This Schedule 13D does not include approximately 23,795 Shares of TPL held personally by senior portfolio managers of Horizon and their families. The right to dividends from, or proceeds from the sale of such Shares resides with the beneficial owners of such accounts, and Horizon with respect to its proprietary accounts. Transactions effected by Horizon in the last 60 days are as listed below. All sales were the result of a client direction or account limitation, and no sales were made in any proprietary account.
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Name of Reporting
Person
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Date of Transaction
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Buy/Sale
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Aggregate Amount
of Securities
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Average Price Per
Share
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Horizon Kinetics Asset Management LLC
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8/17/2020
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Buy
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94
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596.74
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Horizon Kinetics Asset Management LLC
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8/17/2020
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Sale
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1,191
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596.30
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Horizon Kinetics Asset Management LLC
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8/18/2020
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Buy
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228
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587.35
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Horizon Kinetics Asset Management LLC
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8/18/2020
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Sale
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1,309
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590.52
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Horizon Kinetics Asset Management LLC
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8/19/2020
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Buy
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96
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572.11
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Horizon Kinetics Asset Management LLC
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8/19/2020
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Sale
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1,002
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577.81
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Horizon Kinetics Asset Management LLC
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8/20/2020
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Buy
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113
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559.47
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Horizon Kinetics Asset Management LLC
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8/20/2020
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Sale
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1,011
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561.78
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Horizon Kinetics Asset Management LLC
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8/21/2020
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Buy
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95
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552.51
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Horizon Kinetics Asset Management LLC
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8/21/2020
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Sale
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1,068
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555.73
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Horizon Kinetics Asset Management LLC
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8/24/2020
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Buy
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118
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543.08
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Horizon Kinetics Asset Management LLC
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8/24/2020
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Sale
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681
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542.43
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Horizon Kinetics Asset Management LLC
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8/25/2020
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Buy
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1,809
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545.14
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Horizon Kinetics Asset Management LLC
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8/25/2020
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Sale
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2,966
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543.90
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Horizon Kinetics Asset Management LLC
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8/26/2020
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Buy
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204
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542.78
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Horizon Kinetics Asset Management LLC
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8/26/2020
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Sale
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490
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539.97
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Horizon Kinetics Asset Management LLC
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8/27/2020
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Buy
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96
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537.74
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Horizon Kinetics Asset Management LLC
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8/27/2020
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Sale
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351
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535.84
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Horizon Kinetics Asset Management LLC
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8/28/2020
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Buy
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77
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531.59
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Horizon Kinetics Asset Management LLC
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8/28/2020
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Sale
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316
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530.26
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Horizon Kinetics Asset Management LLC
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8/31/2020
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Buy
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173
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526.72
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Horizon Kinetics Asset Management LLC
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8/31/2020
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Sale
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694
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526.94
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Horizon Kinetics Asset Management LLC
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9/1/2020
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Buy
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179
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536.72
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Horizon Kinetics Asset Management LLC
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9/1/2020
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Sale
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397
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535.29
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Horizon Kinetics Asset Management LLC
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9/2/2020
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Buy
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83
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537.80
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Horizon Kinetics Asset Management LLC
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9/2/2020
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Sale
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478
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537.49
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Horizon Kinetics Asset Management LLC
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9/3/2020
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Buy
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121
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526.52
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Horizon Kinetics Asset Management LLC
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9/3/2020
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Sale
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286
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526.53
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Horizon Kinetics Asset Management LLC
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9/4/2020
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Buy
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1,115
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510.69
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Horizon Kinetics Asset Management LLC
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9/4/2020
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Sale
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1,340
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510.52
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Horizon Kinetics Asset Management LLC
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9/8/2020
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Buy
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198
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494.03
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Horizon Kinetics Asset Management LLC
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9/8/2020
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Sale
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653
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497.04
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Horizon Kinetics Asset Management LLC
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9/9/2020
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Buy
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164
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508.73
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Horizon Kinetics Asset Management LLC
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9/9/2020
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Sale
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374
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505.65
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Horizon Kinetics Asset Management LLC
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9/10/2020
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Buy
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86
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481.00
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Horizon Kinetics Asset Management LLC
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9/10/2020
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Sale
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291
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490.69
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Horizon Kinetics Asset Management LLC
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9/11/2020
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Buy
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196
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478.13
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Horizon Kinetics Asset Management LLC
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9/11/2020
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Sale
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301
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479.24
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Horizon Kinetics Asset Management LLC
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9/14/2020
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Buy
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361
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480.98
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Horizon Kinetics Asset Management LLC
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9/14/2020
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Sale
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383
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481.08
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Horizon Kinetics Asset Management LLC
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9/15/2020
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Buy
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179
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463.60
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Horizon Kinetics Asset Management LLC
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9/15/2020
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Sale
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334
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471.95
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Horizon Kinetics Asset Management LLC
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9/16/2020
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Buy
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308
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458.56
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Horizon Kinetics Asset Management LLC
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9/16/2020
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Sale
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308
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461.16
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Horizon Kinetics Asset Management LLC
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9/17/2020
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Buy
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379
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459.42
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Horizon Kinetics Asset Management LLC
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9/17/2020
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Sale
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1,652
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456.04
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Horizon Kinetics Asset Management LLC
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9/18/2020
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Buy
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1,305
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451.91
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Horizon Kinetics Asset Management LLC
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9/18/2020
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Sale
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2,572
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454.34
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Horizon Kinetics Asset Management LLC
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9/21/2020
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Buy
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528
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452.32
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Horizon Kinetics Asset Management LLC
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9/21/2020
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Sale
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2,365
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444.89
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Horizon Kinetics Asset Management LLC
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9/22/2020
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Buy
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346
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461.30
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Horizon Kinetics Asset Management LLC
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9/22/2020
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Sale
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2,289
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460.05
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Horizon Kinetics Asset Management LLC
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9/23/2020
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Buy
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318
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441.70
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Horizon Kinetics Asset Management LLC
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9/23/2020
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Sale
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2,320
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450.91
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Horizon Kinetics Asset Management LLC
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9/24/2020
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Buy
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319
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457.02
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Horizon Kinetics Asset Management LLC
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9/24/2020
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Sale
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319
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457.02
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Horizon Kinetics Asset Management LLC
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9/25/2020
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Buy
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533
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451.00
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Horizon Kinetics Asset Management LLC
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9/25/2020
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Sale
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415
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450.49
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Horizon Kinetics Asset Management LLC
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9/28/2020
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Buy
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290
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461.48
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Horizon Kinetics Asset Management LLC
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9/28/2020
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Sale
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360
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461.43
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Horizon Kinetics Asset Management LLC
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9/29/2020
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Buy
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304
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452.06
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Horizon Kinetics Asset Management LLC
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9/29/2020
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Sale
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324
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451.74
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Horizon Kinetics Asset Management LLC
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9/30/2020
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Buy
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298
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451.56
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Horizon Kinetics Asset Management LLC
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9/30/2020
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Sale
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648
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454.47
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Horizon Kinetics Asset Management LLC
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10/1/2020
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Buy
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465
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450.20
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Horizon Kinetics Asset Management LLC
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10/1/2020
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Sale
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1,701
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445.67
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Horizon Kinetics Asset Management LLC
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10/2/2020
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Buy
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291
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448.10
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Horizon Kinetics Asset Management LLC
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10/2/2020
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Sale
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233
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447.00
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Horizon Kinetics Asset Management LLC
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10/5/2020
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Buy
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297
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455.11
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Horizon Kinetics Asset Management LLC
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10/5/2020
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Sale
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547
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454.65
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Horizon Kinetics Asset Management LLC
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10/6/2020
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Buy
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297
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460.22
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Horizon Kinetics Asset Management LLC
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10/6/2020
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Sale
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738
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461.80
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Horizon Kinetics Asset Management LLC
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10/7/2020
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Buy
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328
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473.29
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Horizon Kinetics Asset Management LLC
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10/7/2020
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Sale
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539
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470.70
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Horizon Kinetics Asset Management LLC
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10/8/2020
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Buy
|
343
|
484.73
|
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Horizon Kinetics Asset Management LLC
|
10/8/2020
|
Sale
|
553
|
481.73
|
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Horizon Kinetics Asset Management LLC
|
10/9/2020
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Buy
|
222
|
466.60
|
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Horizon Kinetics Asset Management LLC
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10/9/2020
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Sale
|
422
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470.28
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Horizon Kinetics Asset Management LLC
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10/12/2020
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Buy
|
201
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471.99
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Horizon Kinetics Asset Management LLC
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10/12/2020
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Sale
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301
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468.98
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Horizon Kinetics Asset Management LLC
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10/13/2020
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Buy
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290
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459.65
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Horizon Kinetics Asset Management LLC
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10/13/2020
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Sale
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290
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459.65
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Horizon Kinetics Asset Management LLC
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10/14/2020
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Buy
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186
|
465.01
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Horizon Kinetics Asset Management LLC
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10/14/2020
|
Sale
|
419
|
467.84
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Horizon Kinetics Asset Management LLC
|
10/15/2020
|
Buy
|
102
|
481.42
|
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Horizon Kinetics Asset Management LLC
|
10/15/2020
|
Sale
|
102
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481.42
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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.
Dated: October 16, 2020
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/s/ Jay Kesslen
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Jay Kesslen
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General Counsel
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Horizon Kinetics LLC
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Horizon Kinetics Asset Management LLC
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