Billionaire Edward Lampert Lends Another $300 Million to Sears Holdings Corp (SHLD)

Names of
Reporting Persons.

ESL Partners, L.P.

Check the Appropriate Box if a Member
of a Group (See Instructions)

(a)  x        (b)  ¨

SEC Use Only

Source of Funds (See Instructions)

OO

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)

¨

Citizenship or Place of
Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

Sole Voting Power

26,801,105 (1)

Shared Voting Power

0

Sole Dispositive Power

26,801,105 (1)

Shared Dispositive Power

37,484,424 (2)

Aggregate Amount Beneficially Owned by Each Reporting Person

64,285,529 (1)(2)

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)

¨

Percent of Class Represented by Amount
in Row (11)

57.5% (3)

Type of Reporting Person (See
Instructions)

PN