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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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MSA Safety Inc. (Name of Issuer) |
Common Stock, no par value (Title of Class of Securities) |
553498106 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 553498106 |
| 1 | Names of Reporting Persons
APG Asset Management US Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,883,612.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IA, CO |
Comment for Type of Reporting Person: Please see note in Item 4(a).
SCHEDULE 13G
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| CUSIP No. | 553498106 |
| 1 | Names of Reporting Persons
APG Asset Management, N.V. | ||||||||
| 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
NETHERLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,883,612.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Please see note in Item 4(a).
SCHEDULE 13G
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| CUSIP No. | 553498106 |
| 1 | Names of Reporting Persons
APG Groep, N.V. | ||||||||
| 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
NETHERLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,883,612.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Please see note in Item 4(a).
SCHEDULE 13G
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| CUSIP No. | 553498106 |
| 1 | Names of Reporting Persons
Stichting Pensioenfonds ABP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
NETHERLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,883,612.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
EP |
Comment for Type of Reporting Person: Please see note in Item 4(a).
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
MSA Safety Inc. | |
| (b) | Address of issuer's principal executive offices:
1000 Cranberry Woods Drive, Cranberry Township, Pennsylvania 16066-5207 | |
| Item 2. | ||
| (a) | Name of person filing:
APG Asset Management US Inc.
APG Asset Management, N.V.
APG Groep, N.V.
Stichting Pensioenfonds ABP | |
| (b) | Address or principal business office or, if none, residence:
APG Asset Management US Inc.
666 Third Ave, 2nd Floor
New York, NY 10017
APG Asset Management, N.V.
Basisweg 10,
1043 MP Amsterdam
APG Groep, N.V.
Oude Lindestraat 70, Postbus 6401
Heerlen, Netherlands
Stichting Pensioenfonds ABP
PO Box 4806
6401 JL Heerlen, Netherlands | |
| (c) | Citizenship:
APG Asset Management US Inc. - Delaware, United States
APG Asset Management, N.V. - Kingdom of the Netherlands
APG Groep, N.V. - Kingdom of the Netherlands
Stichting Pensioenfonds ABP - Kingdom of the Netherlands | |
| (d) | Title of class of securities:
Common Stock, no par value | |
| (e) | CUSIP No.:
553498106 | |
| Item 3. | If this statement is filed pursuant to §§ 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 (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (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);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
The Common Shares of the issuer reported herein are held by APG Asset Management, N.V. ("APG NL") is wholly-owned by APG Groep, N.V. ("APG Groep") and is the investment manager with respect to the securities to which this statement relates. Pursuant to an Investment Management Agreement, APG NL has delegated its investment and voting power with respect to such securities to APG Asset Management US, Inc. ("APG US"), which is its wholly-owned subsidiary. Stichting Pensioenfonds ABP is the majority owner of APG Groep.
By virtue of the relationships described above, each of the Reporting Persons may be deemed to share beneficial ownership of the securities to which this statement relates and may be deemed to be a member of a "group" (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended). However, each Reporting Person disclaims membership in any such group, and further, each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. | |
| (b) | Percent of class:
APG Asset Management US Inc. - 4.8%
APG Asset Management, N.V. - 4.8%
APG Groep, N.V. - 4.8%
Stichting Pensioenfonds ABP - 4.8 %
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| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
APG Asset Management US Inc. - 0
APG Asset Management, N.V. - 0
APG Groep, N.V. - 0
Stichting Pensioenfonds ABP - 0 | ||
| (ii) Shared power to vote or to direct the vote:
APG Asset Management US Inc. - 1,883,612
APG Asset Management, N.V. - 1,883,612
APG Groep, N.V. - 1,883,612
Stichting Pensioenfonds ABP - 1,883,612 | ||
| (iii) Sole power to dispose or to direct the disposition of:
APG Asset Management US Inc. - 0
APG Asset Management, N.V. - 0
APG Groep, N.V. - 0
Stichting Pensioenfonds ABP - 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
APG Asset Management US Inc. - 1,883,612
APG Asset Management, N.V. - 1,883,612
APG Groep, N.V. - 1,883,612
Stichting Pensioenfonds ABP - 1,883,612 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not 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, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| 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.
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Exhibit Information
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Exhibit I - JOINT FILING STATEMENT |
Exhibit I
JOINT FILING STATEMENT
PURSUANT TO RULE 13D-1(K)(1)
The undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, with no par value, of MSA Safety Inc., beneficially owned by them, together with any or all amendments thereto, when and if appropriate. The parties hereto further consent and agree to file this Statement pursuant to Rule 13d-1(k)(1)(iii) as an exhibit to Schedule 13G, thereby incorporating the same into such Schedule 13G.
| APG Asset Management US Inc. | ||
| Signature: | /s/ Evan Gordon | |
| Name/Title: | Evan Gordon, Chief Compliance Officer | |
| Date: | January 7, 2025 | |
| APG Asset Management, N.V. | ||
| Signature: | /s/ Evan Gordon | |
| Name/Title: | Evan Gordon, Chief Compliance Officer | |
| Date: | January 7, 2025 | |
| APG Groep, N.V. | ||
| Signature: | /s/ Evan Gordon | |
| Name/Title: | Evan Gordon, Chief Compliance Officer | |
| Date: | January 7, 2025 | |
| Stichting Pensioenfonds ABP | ||
| Signature: | /s/ Evan Gordon | |
| Name/Title: | Evan Gordon, Chief Compliance Officer | |
| Date: | January 7, 2025 | |