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Proc-Type: 2001,MIC-CLEAR
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SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO (Amendment No. 1 )1
Washington, D.C. 20549
(Rule 13d-102)
RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(b)
(Name of Issuer)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
  [ ] Rule 13d-1(b)
  [ ] Rule 13d-1(c)
  [X] Rule 13d-1(d)
1 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.
Page 1 of 4 pages
CUSIP No. 858155-20-3 |
13G |
Page 2 of 4 Pages |
(1) |
Names of Reporting Persons |
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I.R.S. Identification No. of Above Persons (Entities Only) |
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Kate P. Wolters |
(2) |
Check the Appropriate Box if a Member of a Group* |
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(a) |
[ ] |
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(b) |
[ ] |
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(3) |
SEC Use Only |
(4) |
Citizenship or Place of Organization |
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United States of America |
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Number of |
(5) |
Sole Voting Power |
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0 |
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(6) |
Shared Voting Power |
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2,028,385 |
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(7) |
Sole Dispositive Power |
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0 |
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(8) |
Shared Dispositive Power |
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2,028,385 |
(9) |
Aggregate Amount Beneficially Owned by Each Reporting Person |
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2,028,385 |
(10) |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* |
[X] |
(11) |
Percent of Class Represented by Amount in Row 9 |
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6.29% |
(12) |
Type of Reporting Person* |
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IN |
Securities and Exchange Commission
Schedule 13G
Page 3 of 4 pages
Item 1(a). |
Name of Issuer: |
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Steelcase Inc. |
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Item 1(b). |
Address of Issuer's Principal Executive Offices: |
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901 44th Street |
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Grand Rapids, Michigan 49508 |
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Item 2(a). |
Name of Person Filing: |
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Kate P. Wolters |
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Item 2(b). |
Address of Principal Business Office or, if None, Residence: |
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901 44th Street, S.E., Grand Rapids, MI 49508 |
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Item 2(c). |
Citizenship: |
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United States of America |
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Item 2(d). |
Title of Class of Securities: |
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Class A Common Stock |
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Item 2(e). |
CUSIP Number: |
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858155-20-3 |
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Item 3. |
If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
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(a) |
[ ] |
Broker or dealer registered under Section 15 of the Act; |
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(b) |
[ ] |
Bank as defined in Section 3(a)(6) of the Act; |
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(c) |
[ ] |
Insurance company as defined in Section 3(a)(19) of the Act; |
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(d) |
[ ] |
Investment company registered under Section 8 of the Investment Company Act; |
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(e) |
[ ] |
Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
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(f) |
[ ] |
Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
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(g) |
[ ] |
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
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(h) |
[ ] |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
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(i) |
[ ] |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; |
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(j) |
[ ] |
Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
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If this statement is filed pursuant to Rule 13d-1(c), check this box: [ ] |
Securities and Exchange Commission
Schedule 13G
Page 4 of 4 pages
Item 4. |
Ownership. |
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(a) |
Amount Beneficially Owned: |
2,028,385 shares |
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(b) |
Percent of Class: |
6.29% |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote |
0 shares |
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(ii) |
Shared power to vote or to direct the vote |
2,028,385 shares |
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(iii) |
Sole power to dispose or to direct the disposition of |
0 shares |
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(iv) |
Shared power to dispose or to direct the disposition of |
2,028,385 shares |
The number of shares reported above includes 2,028,385 shares of Class B Common Stock of the Issuer which are immediately convertible into an equal number of shares of Class A Common Stock at the option of the holder. In addition, if shares of Class B Common Stock are transferred to any persons other than a "Permitted Transferee" (as defined in the Issuer's Second Restated Articles of Incorporation), such shares are automatically converted on a share-for-share basis into shares of Class A Common Stock. Shares of Class B Common Stock of the Issuer have the same attributes as shares of Class A Common Stock of the Issuer except that each share of Class B Common Stock entitles the holder thereof to ten votes on all matters upon which Shareholders have a right to vote and each share of Class A Common Stock entitles the holder thereof to one vote on such matters.
If all the outstanding shares of Class B Common Stock of the Issuer were converted into shares of Class A Common Stock, Ms. Wolters would be deemed to be the beneficial owner of 1.37% of the Class A Common Stock.
Item 5. |
Ownership of Five Percent or Less of a Class. |
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Not Applicable |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
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Not Applicable |
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Item 7. |
Identification and Classification of the Subsidiary Which |
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Acquired the Security Being Reported on by the Parent |
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Holding Company or Control Person. |
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Not Applicable |
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Item 8. |
Identification and Classification of Members of the Group. |
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Not Applicable |
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Item 9. |
Notice of Dissolution of Group. |
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Not Applicable |
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Item 10. |
Certifications. |
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Not Applicable |
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SIGNATURE |
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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. |
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February 14, 2001 |
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(Signature) |
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Kate P. Wolters, by Jeffrey A. Ott |
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Attorney-in-fact |
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(Name/Title) |
EXHIBIT 99.1
LIMITED DURABLE POWER OF ATTORNEY
The undersigned does hereby constitute and appoint CARL W. DUFENDACH, JEFFREY A. OTT, and JEFFREY B. POWER, or any one or more of them, her true and lawful attorneys and agents to do any and all acts and things and to execute and file any and all instruments that such attorneys and agents, or any of them, may consider necessary or advisable to enable the undersigned (in her individual capacity or in a fiduciary or other capacity) to comply with the Securities Exchange Act of 1934, as amended (the "Act"), and any requirements of the Securities and Exchange Commission in respect thereof, in connection with the preparation, execution and filing of any report or statement of beneficial ownership or changes in beneficial ownership of securities of Steelcase Inc. (the "Company") that the undersigned (in her individual capacity or in a fiduciary or other capacity) may be required to file pursuant to Sections 13 or 16 of the Act including, without limitation, full power and authority to sign the undersigned's name, in her individual capacity or in a fiduciary or other capacity, to any report, application or statement on Form ID, Forms 3, 4 or 5, Schedules 13D or 13G, or to any amendments or any successor forms thereto, or any form or forms adopted by the Securities and Exchange Commission in lieu thereof or in addition thereto, hereby ratifying and confirming all that such attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
The undersigned agrees that the attorneys-in-fact named herein may rely entirely on information furnished orally or in writing by the undersigned to such attorneys-in-fact. The undersigned also agrees to indemnify and hold harmless the attorneys-in-fact against any losses, claims, damages or liabilities (or actions in respect thereof) that arise out of or are based upon any untrue statement or omission of necessary fact in the information provided by the undersigned to the attorneys-in-fact for purposes of executing, acknowledging, delivering or filing any such forms, or any amendments or any successor forms thereto, or any form or forms adopted by the Securities and Exchange Commission in lieu thereof or in addition thereto.
This authorization shall be in addition to all prior authorizations to act for the undersigned with respect to securities of the Company in these matters and shall survive the termination of the undersigned's status as a director and/or officer of the Company and remain in effect until revoked in writing by the undersigned.
This Limited Durable Power of Attorney is governed by Michigan law. This power shall not be affected should the undersigned develop any mental incapacity or mental disability. Any reproduced copy of this signed original shall be deemed to be an original counterpart of this document.
Date: February 10, 1999 |
/s/ Kate P. Wolters |
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(Signature) |
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Kate P. Wolters |
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(Print Name/Title) |