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13D Filing: Cevian Capital II GP Ltd and Ericsson LM Telephone Co (ERIC)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Cevian Capital II GP Limited 242,877,458 0 242,877,458 0 242,877,458 8.05%

Page 1 of 5 – SEC Filing

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

LM Ericsson
Telephone Company

(Name of Issuer)

Class B Shares
(SEK 5.00 nominal value)

(Title of Class of Securities)

CUSIP No.
294821608**

(CUSIP Number)

Cevian Capital II GP Limited

11-15 Seaton Place

St. Helier, Jersey JE4 0QH

Channel Islands

Attention: Denzil Boschat

+44 1534 828 513

with a copy to:

Schulte Roth & Zabel LLP

919 Third Avenue

New York, NY 10022

Attention: Eleazer N. Klein, Esq.

(212) 756-2000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

November
3, 2017

(Date of Event Which Requires Filing of This Statement)

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 Rule 13d-1(e), Rule
13d-1(f) or Rule 13d-1(g), check the following box. [ ]

** There is no CUSIP number assigned to the Class B Shares. CUSIP
number 294821608 has been assigned to the American Depositary Shares (“ADSs“) of the Company. Each ADS represents
one Class B Share.

(Page 1 of 5 Pages)

______________________________

* 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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Page 2 of 5 – SEC Filing

1

NAME OF REPORTING PERSON

Cevian Capital II GP Limited

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ý

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Jersey

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
7

SOLE VOTING POWER

242,877,458

8

SHARED VOTING POWER

-0-

9

SOLE DISPOSITIVE POWER

242,877,458

10

SHARED DISPOSITIVE POWER

-0-

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

242,877,458

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

8.05%

14

TYPE OF REPORTING PERSON

IA, OO

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Page 3 of 5 – SEC Filing

This Amendment
No. 4 (“Amendment No. 4“) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange
Commission on May 30, 2017 (the “Original Schedule 13D“, and the Original Schedule 13D as amended, the “Schedule
13D
“), with respect to the Class B Shares, SEK 5.00 nominal value (the “Class B Shares“) of LM Ericsson
Telephone Company, a limited liability company organized under the Swedish Companies Act (the “Issuer“). This
Amendment No. 4 amends Item 5(a)-(c) as set forth below. Capitalized terms used herein and not otherwise defined in this Amendment
No. 4 have the meanings set forth in the Schedule 13D.

 

Item 5.

INTEREST IN SECURITIES OF THE ISSUER

Item 5(a)-(c) is hereby amended and restated as follows:

(a)

See rows (11) and (13) of the cover pages to this Schedule 13D for
the aggregate number of Class B Shares and percentage of the Class B Shares beneficially owned by the Reporting Person. The percentage
used in this Schedule 13D is calculated based upon 3,017,937,436 Class B Shares, which is the difference obtained by subtracting
the 54,458,316 Class B Shares held in treasury as of September 30, 2017 (as reported in the Report of Foreign Private Issuer on
Form 6-K filed by the Issuer with the SEC on October 20, 2017) from the 3,072,395,752 Class B Shares in issue as of May 31, 2017
(as reported in the Report of Foreign Private Issuer on Form 6-K filed by the Issuer with the SEC on July 18, 2017).

The Reporting Person also beneficially owns 278,359 Class A Shares
of the Issuer.

(b) See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Class B Shares as to which the Reporting Person has the sole power to vote or direct the vote and sole power to dispose or to direct the disposition.
(c) The transactions in the Class B Shares by the Reporting Person for the benefit of the Cevian Entities in the past sixty days, which were all in the open market, are set forth in Schedule B, and are incorporated herein by reference.

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Page 4 of 5 – SEC Filing

SIGNATURES

After reasonable inquiry
and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true,
complete and correct.

Date: November 6, 2017

CEVIAN CAPITAL II GP LIMITED
By: /s/ Denzil Boschat
Name: Denzil Boschat
Title: Director

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Page 5 of 5 – SEC Filing

Schedule B

This Schedule sets forth
information with respect to each purchase and sale of Class B Shares which were effectuated by the Reporting Person for the benefit
of the Cevian Entities in the past sixty days. All transactions were effectuated in the open market through a broker.

CEVIAN CAPITAL PARTNERS LIMITED

Trade Date

(Year-Month-Day)

Class B Shares Purchased (Sold) Price ($)*
2017-10-12 2,293,291 5.52
2017-10-13 130,009 5.60
2017-10-23 1,570,020 6.27
2017-10-24 1,282,351 6.32
2017-10-25 907,228 6.38
2017-10-26 12,225,609 6.17
2017-10-27 3,127,979 6.18
2017-10-30 1,461,592 6.13
2017-10-31 2,173,935 6.25
2017-11-01 2,021,527 6.29
2017-11-02 1,146,879 6.31
2017-11-03 668,485 6.36

CEVIAN CAPITAL II CO-INVESTMENT FUND LP

Trade Date

(Year-Month-Day)

Class B Shares Purchased (Sold) Price ($)*
2017-10-12 163,806 5.52
2017-10-13 9,286 5.60
2017-10-23 112,144 6.27
2017-10-24 91,597 6.32
2017-10-25 64,802 6.38
2017-10-26 873,258 6.17
2017-10-27 223,427 6.18
2017-10-30 104,399 6.13
2017-10-31 155,281 6.25
2017-11-01 144,395 6.29
2017-11-02 81,920 6.31
2017-11-03 47,749 6.36

*       Excluding
commissions, SEC fees, etc. (rounded to nearest cent). The Class B Shares were purchased using Swedish Krona. For purposes of this
Schedule 13D, a conversion rate of USD 1.00 for each SEK 8.43535 was used.

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