UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
Rand Capital Corporation
(Name of Issuer)
Common Stock Par Value $0.10 per share
(Title of Class of Securities)
752185108
(CUSIP Number)
12/31/10
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
Check the following box if a fee is being paid with this statement [ ]. A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
there to reporting beneficial ownership of five percent or less of such class.
(See Rule 13d-7).
* 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
the disclosures provided in a prior cover page.
The information required in 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).
1. NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY)
Brown Advisory Holdings Incorporated ("BAHI")
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
BAHI is a Maryland Corporation.
5 SOLE VOTING POWER 0 shares
NUMBER OF
SHARES
BENEFICIALLY 6 SHARED VOTING POWER 0 shares
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER 0 shares
PERSON WITH
8 SHARED DISPOSITIVE POWER 0 shares
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
12. TYPE OF REPORTING PERSON
BAHI - HC
Item 1(a). Name of Issuer:
Rand Capital Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
2200 Rand Building
Buffalo, NY 14203
Item 2(a). Name of Person Filing:
BAHI
Item 2(b). Address of Principal Business Office:
901 South Bond Street, Suite 400
Baltimore, Maryland 21231
Item 2(c). Citizenship:
BAHI is a Maryland Corporation.
Item 2(d). Title of Class of Securities:
Common Stock Par Value $0.10 per share
Item 2(e). CUSIP Number: 752185108
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(g) [x] A parent holding company or control person in accordance with section
240.13d-1(b)(1)(ii)(G)
Item 4. Ownership:
(a) Amount of Beneficially Owned: 0 shares
(b) Percent of Class: 0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 0 shares
(ii) Shared power to vote or to direct the vote: 0 shares
(iii) Sole power to dispose or to direct the disposition of: 0 shares
(iv) Shared power to dispose or to direct the disposition of: 0 shares
Item 5. Ownership of Five Percent or Less of a Class. [X]
The securities for which this Schedule is filed by BAHI, are as follows:
0 shares, or 0% of the total shares outstanding of Rand Capital Corporation. Prior filings
and amendments were made by BAHI as parent company of NSB Advisors LLC, an Investment
Advisor registered under section 203 of the Investment Advisers Act of 1940. NSB Advisors LLC
is no longer an affiliate of BAHI.
Item 6. Ownership of More than Five 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.
NSB Advisors LLC, an Investment Advisor registered under section 203 of the
Investment Advisers Act of 1940, and former affiliate of BAHI.
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
NSB Advisors, LLC is no longer affiliated with BAHI. This filing is made to reflect that
BAHI no longer holds the securities of the issuer for which this filing is made.
Item 10. Certification.
By signing below I certify that to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purpose or effect.
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.
Date: As of December 31, 2010
Signature: Brown Advisory Holdings Incorporated
By: /S/ David M. Churchill
Title: Secretary & Treasurer