dynex13ga-021610.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
(RULE
13d - 102)
Information
to be included in statements filed pursuant
to
Rules 13d-1(b), (c) and (d) and amendments thereto filed
pursuant
to 13d-2(b)
(AMENDMENT
NO.1)*
Dynex Capital,
Inc.
(Name
of Issuer)
Common Stock, par value
$.01
(Title
of Class of Securities)
26817Q506
(CUSIP
Number)
December 31,
2009
(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)
[x] 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 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).
(Continued
on the Following Pages)
1.NAME OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
2.CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)[x]
(b)[ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF
ORGANIZATION
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING
PERSON WITH
5.SOLE VOTING POWER
0
6.SHARED VOTING POWER
0
7.SOLE DISPOSITIVE POWER
8.SHARED DISPOSITIVE POWER
0
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH
REPORTING PERSON
0
10.CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11)
EXCLUDES
CERTAIN SHARES*[ ]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
0.0%
12.TYPE OF REPORTING PERSON*
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1.NAME OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
|
|
Modern
Capital Institutional Fund LLC
|
2.CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)[x]
(b)[ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF
ORGANIZATION
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING
PERSON WITH
5.SOLE VOTING POWER
0
6.SHARED VOTING POWER
0
7.SOLE DISPOSITIVE POWER
8.SHARED DISPOSITIVE POWER
0
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH
REPORTING PERSON
0
10.CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11)
EXCLUDES
CERTAIN SHARES*[ ]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
0.0%
12.TYPE OF REPORTING PERSON*
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1.NAME OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
2.CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)[x]
(b)[ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF
ORGANIZATION
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING
PERSON WITH
5.SOLE VOTING POWER
0
6.SHARED VOTING POWER
0
7.SOLE DISPOSITIVE POWER
8.SHARED DISPOSITIVE POWER
0
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
0
10.CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11)
EXCLUDES CERTAIN SHARES*[ ]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
0.0%
12.TYPE OF REPORTING PERSON*
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1.NAME OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
|
|
Modern
Capital Management LLC
|
2.CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)[x]
(b)[ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF
ORGANIZATION
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH
REPORTING
PERSON WITH
5.SOLE VOTING POWER
0
6.SHARED VOTING POWER
0
7.SOLE DISPOSITIVE POWER
8.SHARED DISPOSITIVE POWER
0
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
0
10.CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11)
EXCLUDES
CERTAIN SHARES*[ ]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
0.0%
12.TYPE OF REPORTING PERSON*
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1.NAME OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
2.CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP*
(a)[x]
(b)[ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF
ORGANIZATION
United States
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5.SOLE VOTING POWER
6.SHARED VOTING POWER
7.SOLE DISPOSITIVE POWER
8.SHARED DISPOSITIVE POWER
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH
REPORTING PERSON
10.CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11)
EXCLUDES CERTAIN SHARES*[ ]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.1%
12.TYPE OF REPORTING PERSON*
IN, HC
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
This
statement is filed with respect to the shares of common stock (the "Common
Stock") of Dynex Capital,
Inc. (the "Issuer") beneficially owned by the Reporting Persons
identified below as of December 31, 2009, and amends and supplements the
Schedule 13G filed on July 30, 2009.
The
names of the persons filing this statement on Schedule 13G are (collectively,
the “Reporting Persons”):
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-
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Modern
Capital Fund, LLC (“Onshore Fund”).
|
|
-
|
Modern
Capital Institutional Fund LLC (“Institutional
Fund”).
|
|
-
|
Modern
Capital Fund Ltd. (“Offshore
Fund”).
|
|
-
|
Modern
Capital Management LLC (“MCM”).
|
|
-
|
Dennis
J. Mykytyn (“Mr. Mykytyn”).
|
MCM
is the investment manager of each of the Onshore Fund, Institutional Fund and
the Offshore Fund and of an account it separately manages, and is the manager of
the Onshore Fund and Institutional Fund. Mr. Mykytyn is the managing
member of MCM. Mr. Mykytyn may also be deemed to have beneficial
ownership over shares of Common Stock held in retirement accounts for the
benefit of himself and his wife and shares of Common Stock held in a joint
account with his wife.
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:
None
of the Reporting Persons beneficially owns any shares of Common Stock, except
for Mr. Mykytyn, who may be deemed to beneficially own 145,000 shares of Common
Stock in retirement accounts for the benefit of himself and his wife and shares
held in a joint account with his wife.
The
145,000 shares of Common Stock that Mr. Mykytyn may be deemed to beneficially
own represents 1.1% of the outstanding shares of Common Stock.
(c) Number
of shares as to which such person has:
|
(i)
|
Sole
power to vote or to direct the vote
|
Not
applicable.
|
(ii)
|
Shared
power to vote or to direct the vote of shares of Common
Stock:
|
Mr.
Mykytyn has shared power to vote or direct the vote of the 145,000 shares of
Common Stock held in retirement accounts for the benefit of himself and his wife
and the shares of Common Stock held in a joint account with his
wife.
|
(iii)
|
Sole
power to dispose or to direct the disposition of shares of Common
Stock:
|
Not
applicable.
|
(iv)
|
Shared
power to dispose or to direct the disposition of shares of Common
Stock:
|
Mr.
Mykytn has shared power to dispose or direct the disposition of the 145,000
shares of Common Stock held in retirement accounts for the benefit of himself
and his wife and the shares of Common Stock held in a joint account with his
wife.
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 Persons have ceased to
be the beneficial owner of more than five percent of the class of securities,
check the following [X].
ITEM
10. CERTIFICATION.
By
signing below the undersigned certifies that, to the best of its or his
knowledge and belief, the securities referred to above 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.
SIGNATURE
After
reasonable inquiry and to the best of its knowledge and belief,
each
of the undersigned certifies that the information set forth in this statement is
true, complete, and correct.
Dated: February
16, 2010
MODERN
CAPITAL FUND, LLC
By:
Modern Capital Management LLC, as Manager
By: /s/ Dennis J. Mykytyn
Dennis J. Mykytyn, Managing Member
MODERN
CAPITAL INSTITUTIONAL FUND LLC
By:
Modern Capital Management LLC, as Manager
By: /s/ Dennis J. Mykytyn
Dennis J. Mykytyn, Managing Member
MODERN
CAPITAL FUND LTD.
By:
/s/ Dennis J.
Mykytyn
Dennis J. Mykytyn,Director
MODERN
CAPITAL MANAGEMENT LLC
By:
/s/ Dennis J.
Mykytyn
Dennis J. Mykytyn, Managing Member
/s/
Dennis J. Mykytyn
Dennis J. Mykytyn