City of London Investment Management Company Limited filed Amendment No. 6 to a Schedule 13G reporting a passive stake in Japan Smaller Capitalization Fund Inc. (JOF). The firm reported beneficial ownership of 3,520,068 shares of common stock, representing 12.4% of the class as of the event date.
City of London reported sole voting and dispositive power over the same 3,520,068 shares and certified the securities were acquired and are held in the ordinary course of business, not to influence control. The event date was 09/30/2025.
Positive
None.
Negative
None.
Insights
Passive 12.4% Schedule 13G/A stake with sole voting power.
City of London Investment Management disclosed ownership of 3,520,068 JOF shares, or 12.4%, under a Schedule 13G/A, indicating a passive intent. The filer holds sole voting and dispositive power over the full position.
The certification states the position was acquired and is held in the ordinary course, not to change or influence control. The event date is 09/30/2025. Actual market impact depends on portfolio management decisions and future disclosures.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 6)
Japan Smaller Capitalization Fund Inc
(Name of Issuer)
Common Stock
(Title of Class of Securities)
47109U104
(CUSIP Number)
09/30/2025
(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)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
47109U104
1
Names of Reporting Persons
City of London Investment Management Company Limited
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
UNITED KINGDOM
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
3,520,068.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
3,520,068.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,520,068.00
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)
12.4 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Japan Smaller Capitalization Fund Inc
(b)
Address of issuer's principal executive offices:
Worldwide Plaza, 309 West 49th Street, New York, NY 10019
Item 2.
(a)
Name of person filing:
This statement is being filed by City of London Investment Management Company Limited ("CLIM" or the "Reporting Person"). CLIM is a fund manager, which specializes in investing in closed-end investment companies and is a registered investment adviser under Section 203 of the Investment Advisers Act of 1940. CLIM is controlled by City of London Investment Group plc ("CLIG"), which is listed on the London Stock Exchange. However, in accordance with SEC Release No. 34-39538 (January 12, 1998), effective informational barriers have been established between CLIM and CLIG such that voting and investment power over the subject securities is exercised by CLIM independently of CLIG, and, accordingly, attribution of beneficial ownership is not required between CLIM and CLIG.
CLIM is principally engaged in the business of providing investment advisory services to various public and private investment funds, including CA International Equity CEF Fund ("CARDINAL"), a private investment fund organized as a Delaware business trust, All World Ex US Equity CEF Fund ("FALCON"), a private investment fund organized as a Delaware business trust, CA All-World Ex US Equity CEF Fund ("MACAW"), a private investment fund organized as a Delaware business trust, International Equity CEF Fund ("PHOENIX"), a private investment fund organized as a Delaware business trust, and unaffiliated third-party segregated accounts over which CLIM exercises discretionary voting and investment authority (the "Segregated Accounts").
CARDINAL, FALCON, MACAW, and PHOENIX are collectively referred to herein as the "City of London Funds".
The Shares to which this Schedule 13G relates are owned directly by the City of London Funds and the Segregated Accounts.
(b)
Address or principal business office or, if none, residence:
77 Gracechurch Street
London EC3V 0AS
England
(c)
Citizenship:
England and Wales
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
47109U104
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);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(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);
(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).
Item 4.
Ownership
(a)
Amount beneficially owned:
3,520,068.00
(b)
Percent of class:
12.4%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
3,520,068.00
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
3,520,068.00
(iv) Shared power to dispose or to direct the disposition of:
0
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
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
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
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.
City of London Investment Management Company Limited
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