-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, TWa4HVfImGwyLxCVxv7Iqg8dphgNw7pX13oztRSS0SgpdG5Ib6eDrcFpw2vnsvMj vwxspHslnJpPLsrUrXyJ6w== 0000950152-95-000175.txt : 19950215 0000950152-95-000175.hdr.sgml : 19950215 ACCESSION NUMBER: 0000950152-95-000175 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950214 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RPM INC/OH/ CENTRAL INDEX KEY: 0000110621 STANDARD INDUSTRIAL CLASSIFICATION: PAINTS, VARNISHES, LACQUERS, ENAMELS & ALLIED PRODUCTS [2851] IRS NUMBER: 346550857 STATE OF INCORPORATION: OH FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-13345 FILM NUMBER: 95510049 BUSINESS ADDRESS: STREET 1: 2628 PEARL RD STREET 2: P O BOX 777 CITY: MEDINA STATE: OH ZIP: 44258 BUSINESS PHONE: 2162735090 MAIL ADDRESS: STREET 1: 2628 PEARL RD STREET 2: P O BOX 777 CITY: MEDINA STATE: OH ZIP: 44258 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC POWDERED METALS INC DATE OF NAME CHANGE: 19711027 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIFTH THIRD BANCORP CENTRAL INDEX KEY: 0000035527 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 310854434 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 38 FOUNTAIN SQ PLZ STREET 2: FIFTH THIRD CENTER CITY: CINCINNATI STATE: OH ZIP: 45263 BUSINESS PHONE: 5135795300 SC 13G/A 1 FIFTH THIRD BANCORP'S SC 13G/A ON RPM, INC. 1 OMB APPROVAL --------------------------- OMB NUMBER: 3235-0145 Expires: October 31, 1994 Estimated average burden hours per response... 14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* RPM, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Shares, without Par Value - -------------------------------------------------------------------------------- (Title of Class of Securities) 749685103 - -------------------------------------------------------------------------------- (CUSIP Number) 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 thereto 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). SEC 1745(2/92) Page 1 of 5 Pages 2 CUSIP NO. 749685103 13G PAGE 2 OF 5 PAGES 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Fifth Third Bancorp 31-0854434 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /x / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Ohio Corporation 5 SOLE VOTING POWER NUMBER OF 2,493,755 SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 141,291 EACH REPORTING PERSON WITH 7 SOLE DISPOSITIVE POWER 2,359,517 8 SHARED DISPOSITIVE POWER 203,630 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,688,151 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* Not Applicable 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.75% 12 TYPE OF REPORTING PERSON* HC *SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5 Pages 3 RPM, Inc. Page 3 of 5 749685103 Item 1 (a) Name of Issuer: RPM, Inc. Item 1 (b) Address of Issuer's Principal Executive Office: 2628 Pearl Road P.O. Box 777 Medina, Ohio 44258 Item 2 (a) - (c) Names, Addresses & Citizenship of Persons Filing: Fifth Third Bancorp 38 Fountain Square Plaza Cincinnati, Ohio 45263 Item 2 (d) Title of Class of Securities: Common Shares, without par value Item 2 (e) CUSIP Number: 749685103 Item 3 Fifth Third Bancorp is filing as a parent holding company in accordance with Section 240.13 (d-1) (b) (ii) (G) of the Exchange Act Rules. Item 4 Ownership: This report relates to beneficial holdings by Fifth Third Bancorp, through several of its banking subsidiaries, of an aggregate of 2,688,151 outstanding shares of the Common Stock of RPM, Inc., no par value. 178,000 shares are reported as Investment Adviser to Fountain Square Funds. The following tabulations set forth the shares with respect of which voting rights are held or shared and those shares to which there is the power of disposal. (a) Amount Beneficially Owned: Fifth Third Bancorp, through fiduciary accounts held in its banking subsidiaries, has neither voting power no dispositive power with respect to 58,182 shares and are not deemed to be beneficially owned. The following are held in fiduciary accounts in Bancorp's banking subsidiaries and are deemed to be beneficially owned: 4 RPM, Inc. Page 4 of 5 749685103 Powers: No. of Shares Full voting; full dispositive 2,302,825 Full voting; shared dispositive 97,362 Full voting; no dispositive 93,568 Shared voting; full dispositive 3,587 Shared voting; shared dispositive 106,268 Shared voting; no dispositive 31,436 No voting; full dispositive 53,105 No voting; shared dispositive -0- (b) Percentage of Class: Fifth Third Bancorp has aggregate beneficial ownership of 5.75%. (c) Number of Shares as to which such Person has: (i) Sole Power to Vote or to Direct the Vote 2,493,755 (ii) Shared Power to Vote or to Direct the Vote 141,291 (iii) Sole Power to Dispose or to Direct the Disposition of 2,359,517 (iv) Shared Power to Dispose or to Direct the disposition of 203,630 Item 5 Ownership of Five Percent or Less of a Class. Not Applicable 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. Fifth Third Bancorp, as parent holding company of the banking subsidiaries listed below, has filed this schedule. The subsidiaries are filing in accordance with Section 240.13 (d-1)(b) (ii) (G) of the Exchange Act Rules, none of which hold more than 5% of the outstanding stock of the Issuer.
List of Banking Subsidiaries Federal Tax ID Number Item 3 Classification ---------------------------- --------------------- --------------------- Fifth Third Bank 31-0854433 BK Fifth Third Bank of Columbus 31-1137357 BK Fifth Third Bank of Northwestern Ohio 34-4208980 BK Fifth Third Bank of Central Kentucky 61-0290030 BK Fifth Third Trust Co. & Savings Bank, FSB 59-3085783 BK Fifth Third Bank of Northern Kentucky 61-0335110 BK Fifth Third Bank of Central Indiana 35-0545660 BK Fifth Third Bank of Western Ohio 31-0676865 BK
5 RPM, Inc. Page 5 of 5 749685103 Fifth Third Bank of Kentucky, Inc. 61-0290030 Items 8-9 Not Applicable Item 10 Certification By signing below the undersigned certifies that, to the best of his 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 purposes or effect. 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. February 10, 1995 - ----------------- Date THE FIFTH THIRD BANCORP By: MICHAEL K. KEATING -------------------------- Name: Michael K. Keating ------------------------ Title: Secretary *SEE INSTRUCTION BEFORE FILLING OUT! Page 5 of 5 pages -----END PRIVACY-ENHANCED MESSAGE-----