Schedule 13D/A: TAFE and Mallika Srinivasan Report Material AGCO Holdings and Escrow Activity

Rhea-AI Filing Summary

Amendment No. 27 to the Schedule 13D reports that Tractors & Farm Equipment Ltd (TAFE), TAFE Motors & Tractors Ltd and Mallika Srinivasan collectively hold material stakes in AGCO Corp. The filing states the Reporting Persons paid a total of $585,803,125.51 to acquire the reported shares and confirms aggregate beneficial ownership based on 74,623,113 shares outstanding as of the Escrow Deposit Date. TAFE beneficially owns 12,150,152 shares (~16.3%), TAFE Motors and Tractors owns 3,263,321 shares (~4.4%), and Ms. Srinivasan owns 12,173,865 shares (~16.3%, including 23,713 held directly). The filing notes escrow activity: TAFE deposited USD 260 million and AGCO Holding B.V. deposited 23,89,000 TAFE equity shares, and several agreements including the Cooperation Agreement and settlement agreements became fully effective, with an Ownership Cap set at 16.33%.

Positive

• Escrow deposits completed: TAFE deposited USD 260 million and AGCO Holding B.V. deposited 23,89,000 TAFE equity shares into escrow.
• Agreements now effective: The Cooperation Agreement, Intellectual Property Agreement, Arbitrations Settlement Agreement and India Litigation Settlement Agreement became fully effective as of the Escrow Deposit Date.
• Ownership Cap set: The Cooperation Agreement establishes an Ownership Cap of 16.33%.
• Material ownership disclosed: TAFE beneficially owns 12,150,152 shares (~16.3%) and TAFE Motors and Tractors owns 3,263,321 shares (~4.4%); total purchase consideration reported as $585,803,125.51.

Negative

• None.

Insights

Financial Analyst

TL;DR: Reporting Persons hold a meaningful ~16% stake and have completed escrow steps; this is a material ownership disclosure.

The filing documents the economics of the purchase ($585.8M paid) and confirms the share counts used to compute a ~16.3% ownership level for TAFE and Ms. Srinivasan based on 74,623,113 shares outstanding. The disclosure that no transactions occurred in the past 60 days and that voting/dispositive power is largely shared is relevant for understanding control dynamics. The activation of the Cooperation Agreement and related settlement agreements standardizes governance and IP arrangements tied to the ownership stake.

M&A Specialist

TL;DR: Escrow deposits and effective settlement/cooperation agreements indicate closing steps of a significant transaction with governance limits set.

The report confirms escrowed consideration of USD 260 million and the escrow deposit of 23,89,000 TAFE equity shares by AGCO Holding B.V., consistent with closing mechanics of the Buyback Agreement. The Cooperation Agreement's Ownership Cap of 16.33% is now effective, which is a material contractual constraint affecting future ownership increases. These developments are material to any strategic or control analysis involving the parties.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 27)

AGCO CORP /DE

(Name of Issuer)

Common Stock

(Title of Class of Securities)

001084102

(CUSIP Number)

Andrew M. Freedman
Olshan Frome Wolosky LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

Dennis Hranitzky
Quinn Emanuel Urquhart & Sullivan LLP, 51 Madison Avenue, 22nd Floor
New York, NY, 10010
212-849-7000

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

09/23/2025

(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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

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).

SCHEDULE 13D

CUSIP No. 001084102

1

Name of reporting person

Tractors & Farm Equipment Ltd

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

INDIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,150,152.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,150,152.00

11

Aggregate amount beneficially owned by each reporting person

12,150,152.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

16.3 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 001084102

1

Name of reporting person

TAFE Motors & Tractors Ltd

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

INDIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,263,321.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,263,321.00

11

Aggregate amount beneficially owned by each reporting person

3,263,321.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.4 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 001084102

1

Name of reporting person

SRINIVASAN MALLIKA

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

INDIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 23,713.00
8	Shared Voting Power 12,150,152.00
9	Sole Dispositive Power 23,713.00
10	Shared Dispositive Power 12,150,152.00

11

Aggregate amount beneficially owned by each reporting person

12,173,865.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

16.3 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock
(b)	Name of Issuer: AGCO CORP /DE
(c)	Address of Issuer's Principal Executive Offices: 4205 RIVER GREEN PKWAY, DULUTH, GEORGIA , 30096.
Item 3.	Source and Amount of Funds or Other Consideration
	Except for the 23,713 shares that Ms. Srinivasan (together with the Companies (as defined below), the "Reporting Persons") holds directly and that were awarded to her under the AGCO Corporation 2006 Long-Term Incentive Plan for her previous services as a director of the Issuer, the source of the funds used by the Reporting Persons to purchase the reported shares, pursuant to the Purchase Plans, was the working capital of Tractors and Farm Equipment Limited ("TAFE") or of TAFE Motors and Tractors Limited ("TAFE Motors and Tractors" and, together with TAFE, the "Companies"). The Reporting Persons paid a total of $585,803,125.51 (exclusive of brokers' commissions and other administrative costs) to purchase the reported shares. Ms. Srinivasan did not pay for the shares that were awarded to her under the AGCO Corporation 2006 Long-Term Incentive Plan.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby further amended and supplemented by adding the following: On September 23, 2025 (the "Escrow Deposit Date"), pursuant to the Buyback Agreement (as defined and described in Amendment No. 25 to the Schedule 13D), which agreement was amended on September 11, 2025 (as set forth on Exhibit 99.1), AGCO Holding B.V. deposited 23,89,000 (twenty-three lakhs eighty-nine thousand) equity shares of INR 10 (Indian Rupees Ten) of TAFE in escrow and TAFE deposited USD 260 million in escrow in connection with the closing of the Buyback (as defined and described in Amendment No. 25 to the Schedule 13D). Accordingly, as set forth in Amendment No. 25 to the Schedule 13D, as of the Escrow Deposit Date, pursuant to their terms, the Cooperation Agreement, Intellectual Property Agreement, Arbitrations Settlement Agreement and India Litigation Settlement Agreement (each as defined and described in Amendment No. 25 to the Schedule 13D) are now fully effective. In addition, pursuant to the terms of the Cooperation Agreement, the Ownership Cap (as defined in the Cooperation Agreement) has been set at 16.33%.
Item 5.	Interest in Securities of the Issuer
(a)	The aggregate percentage of shares reported owned on this Schedule 13D is based on 74,623,113 shares of Common Stock outstanding as of the Escrow Deposit Date, which is the total number of shares of Common Stock outstanding as of the Escrow Deposit Date as confirmed by the Issuer to the Reporting Persons. As of the date hereof (i) TAFE beneficially owned 12,150,152 shares of Common Stock, which constituted approximately 16.3% of the Common Stock outstanding; (ii) TAFE Motors and Tractors beneficially owned 3,263,321 shares of Common Stock, which constituted approximately 4.4% of the Common Stock outstanding; and (iii) Ms. Srinivasan beneficially owned 12,173,865 shares of Common Stock, which constituted approximately 16.3% of the Common Stock outstanding, including the 23,713 shares she holds in her individual capacity. Ms. Srinivasan disclaims beneficial ownership of the Common Stock beneficially owned by each of the Companies, and this report shall not be deemed an admission that Ms. Srinivasan is a beneficial owner of such shares for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or for any other purpose. Each of the Companies disclaims beneficial ownership of the 23,713 shares of Common Stock owned directly by Ms. Srinivasan in her individual capacity, and this report shall not be deemed an admission that either of the Companies is a beneficial owner of such shares for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or for any other purpose. TAFE Motors and Tractors disclaims beneficial ownership of the 8,886,831 shares of Common Stock purchased on behalf of TAFE under the Purchase Plans, and this report shall not be deemed an admission that TAFE Motors and Tractors is a beneficial owner of such shares for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or for any other purpose.
(b)	A. TAFE 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 12,150,152 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 12,150,152 B. TAFE Motors and Tractors 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 3,263,321 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 3,263,321 C. Mallika Srinivasan 1. Sole power to vote or direct vote: 23,713 2. Shared power to vote or direct vote: 12,150,152 3. Sole power to dispose or direct the disposition: 23,713 4. Shared power to dispose or direct the disposition: 12,150,152
(c)	None of the Reporting Persons has entered into any transactions in the securities of the Issuer during the past sixty days.
(d)	Not applicable
(e)	Not applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is hereby further amended and supplemented by adding the following: As disclosed in Item 4 above, on the Escrow Deposit Date, the remaining provisions of the Cooperation Agreement, Intellectual Property Agreement, the Arbitrations Settlement Agreement and the India Litigation Settlement Agreement that were not yet effective have become effective.
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Schedule 13D is hereby amended to add the following exhibit: 99.1 - Amendment to the Buyback Agreement, dated September 11, 2025.

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.

Tractors & Farm Equipment Ltd

Signature:	/s/ Andrew M. Freedman
Name/Title:	Andrew M. Freedman, attorney-in-fact*
Date:	09/24/2025

TAFE Motors & Tractors Ltd

Signature:	/s/ Andrew M. Freedman
Name/Title:	Andrew M. Freedman, attorney-in-fact*
Date:	09/24/2025

SRINIVASAN MALLIKA

Signature:	/s/ Andrew M. Freedman
Name/Title:	Andrew M. Freedman, attorney-in-fact*
Date:	09/24/2025

Comments accompanying signature:

* This Amendment No. 27 to Statement on Schedule 13D was executed by Andrew M. Freedman as Attorney-In-Fact for Tractors and Farm Equipment Limited, TAFE Motors and Tractors Limited and Mallika Srinivasan, pursuant to the Limited Power of Attorney granted by them, which is included as Exhibit E to Amendment No. 18 to Statement on Schedule 13D filed by the Reporting Persons on August 6, 2024.

FAQ

How many AGCO shares does TAFE beneficially own according to the Schedule 13D/A?

The filing states TAFE beneficially owns 12,150,152 shares of AGCO, representing approximately 16.3% of the outstanding common stock as of the Escrow Deposit Date.

What total amount did the Reporting Persons pay to acquire the reported AGCO shares?

The Reporting Persons paid a total of $585,803,125.51 (exclusive of brokers' commissions and administrative costs) to purchase the reported shares.

What escrow actions are reported in this amendment to the Schedule 13D?

On the Escrow Deposit Date AGCO Holding B.V. deposited 23,89,000 TAFE equity shares into escrow and TAFE deposited USD 260 million into escrow in connection with the Buyback closing.

What contractual terms became effective as a result of the escrow deposits?

The filing states the Cooperation Agreement, Intellectual Property Agreement, Arbitrations Settlement Agreement and India Litigation Settlement Agreement became fully effective as of the Escrow Deposit Date.

What is the Ownership Cap established under the Cooperation Agreement?

The Cooperation Agreement sets the Ownership Cap at 16.33%, as disclosed in the filing.