0001193125-15-383204.txt : 20151120 0001193125-15-383204.hdr.sgml : 20151120 20151120112300 ACCESSION NUMBER: 0001193125-15-383204 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20151120 DATE AS OF CHANGE: 20151120 GROUP MEMBERS: GEORGE G. VILLERE GROUP MEMBERS: GEORGE V. YOUNG GROUP MEMBERS: ST. DENIS J. VILLERE II GROUP MEMBERS: ST. DENIS J. VILLERE III SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TASER INTERNATIONAL INC CENTRAL INDEX KEY: 0001069183 STANDARD INDUSTRIAL CLASSIFICATION: ORDNANCE & ACCESSORIES, (NO VEHICLES/GUIDED MISSILES) [3480] IRS NUMBER: 860741227 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-62259 FILM NUMBER: 151245546 BUSINESS ADDRESS: STREET 1: 17800 N. 85TH ST. CITY: SCOTTSDALE STATE: AZ ZIP: 85255 BUSINESS PHONE: 480-991-0797 MAIL ADDRESS: STREET 1: 17800 N. 85TH ST. CITY: SCOTTSDALE STATE: AZ ZIP: 85255 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VILLERE ST DENIS J & CO LLC CENTRAL INDEX KEY: 0001113629 IRS NUMBER: 720343760 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 601 POYDRAS ST. STREET 2: SUITE 1808 CITY: NEW ORLEANS STATE: LA ZIP: 70130 BUSINESS PHONE: 504-525-0808 MAIL ADDRESS: STREET 1: 601 POYDRAS ST. STREET 2: SUITE 1808 CITY: NEW ORLEANS STATE: LA ZIP: 70130 FORMER COMPANY: FORMER CONFORMED NAME: VILLERE ST DENIS J & CO DATE OF NAME CHANGE: 20000505 SC 13G 1 d64532dsc13g.htm SCHEDULE 13G Schedule 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 

 

TASER INTERNATIONAL INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

87651B 10 4

(CUSIP Number)

October 31, 2015

Date of Event Which Requires Reporting

 

 

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)

 

* 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).

 

 

 

CUSIP No. 87651B 10 4   Page 2 of 10

 

  (1)   

Name of reporting person

 

St. Denis J. Villere & Company, L.L.C.

  (2)  

Check the appropriate box if a member of a group*

(a)  ¨        (b)  x

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place or organization

 

    Louisiana

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

    3,653,881

   (6)   

Shared voting power

 

    3,701,881

   (7)   

Sole dispositive power

 

    3,653,881

   (8)   

Shared dispositive power

 

    3,701,881

  (9)  

Aggregate amount beneficially owned by each reporting person

 

    3,701,881 Shares

(10)  

Check box if the aggregate amount in Row (9) excludes certain shares*

 

    N/A

(11)  

Percent of class represented by amount in Row 9

 

    6.87 %

(12)  

Type of reporting person*

 

    IA

 

CUSIP No. 87651B 10 4   Page 3 of 10

 

  (1)   

Name of reporting person

 

George V. Young

  (2)  

Check the appropriate box if a member of a group*

(a)  ¨        (b)  x

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place or organization

 

    Louisiana

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

    23,300

   (6)   

Shared voting power

 

    3,701,881

   (7)   

Sole dispositive power

 

    23,300

   (8)   

Shared dispositive power

 

    3,677,181

  (9)  

Aggregate amount beneficially owned by each reporting person

 

    3,701,881 Shares

(10)  

Check box if the aggregate amount in Row (9) excludes certain shares*

 

    N/A

(11)  

Percent of class represented by amount in Row 9

 

    6.87 %

(12)  

Type of reporting person*

 

    IN

 

CUSIP No. 87651B 10 4   Page 4 of 10

 

  (1)   

Name of reporting person

 

St. Denis J. Villere II

  (2)  

Check the appropriate box if a member of a group*

(a)  ¨        (b)  x

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place or organization

 

    Louisiana

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

    20,000

   (6)   

Shared voting power

 

    3,701,881

   (7)   

Sole dispositive power

 

    20,000

   (8)   

Shared dispositive power

 

    3,673,881

  (9)  

Aggregate amount beneficially owned by each reporting person

 

    3,701,881 Shares

(10)  

Check box if the aggregate amount in Row (9) excludes certain shares*

 

    N/A

(11)  

Percent of class represented by amount in Row 9

 

    6.87 %

(12)  

Type of reporting person*

 

    IN

 

CUSIP No. 87651B 10 4   Page 5 of 10

 

  (1)   

Name of reporting person

 

St. Denis J. Villere III

  (2)  

Check the appropriate box if a member of a group*

(a)  ¨        (b)  x

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place or organization

 

    Louisiana

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

    4,700

   (6)   

Shared voting power

 

    3,701,881

   (7)   

Sole dispositive power

 

    4,700

   (8)   

Shared dispositive power

 

    3,658,581

  (9)  

Aggregate amount beneficially owned by each reporting person

 

    3,701,881 Shares

(10)  

Check box if the aggregate amount in Row (9) excludes certain shares*

 

    N/A

(11)  

Percent of class represented by amount in Row 9

 

    6.87 %

(12)  

Type of reporting person*

 

    IN

 

CUSIP No. 87651B 10 4   Page 6 of 10

 

  (1)   

Name of reporting person

 

George G. Villere

  (2)  

Check the appropriate box if a member of a group*

(a)  ¨        (b)  x

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place or organization

 

    Louisiana

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

   (6)   

Shared voting power

 

    3,701,881

   (7)   

Sole dispositive power

 

    0

   (8)   

Shared dispositive power

 

    3,653,881

  (9)  

Aggregate amount beneficially owned by each reporting person

 

    3,701,881 Shares

(10)  

Check box if the aggregate amount in Row (9) excludes certain shares*

 

    N/A

(11)  

Percent of class represented by amount in Row 9

 

    6.87%

(12)  

Type of reporting person*

 

    IN

 

CUSIP No. 87651B 10 4   Page 7 of 10

 

SCHEDULE 13G

 

ITEM 1.

(a)-(b) This Schedule 13G relates to shares of Common Stock (the “Shares”) of TASER INTERNATIONAL INC.., a Delaware corporation (the “Issuer”), whose principal executive offices are located at 17800 N. 85th Street, Scottsdale, AZ 85255.

ITEM 2.

(a) This Statement is filed by and on behalf of each of the following persons (collectively, the “Reporting Persons”):

 

  1. St. Denis J. Villere & Company, L.L.C. (“Villere”);

 

  2. George V. Young;

 

  3. St. Denis J. Villere II;

 

  4. St. Denis J. Villere III;

 

  5. George G. Villere.

Each of the Reporting Persons is party to that certain Joint Filing Agreement, attached hereto as Exhibit A. Villere is a registered investment advisor which beneficially owns Shares in various accounts under its management and control. Messrs. G. Young, S. Villere II, S. Villere III and G. Villere serve as members of Villere.

(b) The principal business office of Reporting Persons is located at 601 Poydras St., Suite 1808, New Orleans, Louisiana 70130.

(c) Villere is a Louisiana limited liability company. Messrs. Young, Villere, Villere, and Villere are citizens of the United States of America.

(d) Title of Class of Securities: Common Stock.

(e) CUSIP Number: 87651B 10 4.

 

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).

CUSIP No. 87651B 10 4   Page 8 of 10

 

(d)   ¨   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e)   x   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)   ¨   Group, in accordance with §240.13d-1(b)(1)(ii)(K).

 

ITEM 4. Ownership.

(a) and (b) Amount beneficially owned and Percent of Class:

As of the date of this Statement, the Reporting Persons beneficially owned in the aggregate 3,701,881 Shares of Common Stock which equates to approximately 6.87 % of the outstanding Shares (the percentage of Shares of Common Stock owned being based upon 53,881,744 Shares outstanding at 12/30/2014 as set forth in the Issuer’s Form 10-Q for August 6, 2015). Villere has direct beneficial ownership of the Shares of Common Stock in the accounts for which it serves as the investment adviser under its investment management agreements.

Each of Messrs. Young, S. Villere II, S. Villere III and G. Villere, as members of Villere, may be deemed the beneficial owners of the 3,701,881 Shares beneficially owned by Villere, which represents approximately 6.87 % of the issued and outstanding Shares. Messrs. Young, S. Villere II, S. Villere III and G. Villere disclaim beneficial ownership of such Shares.

(c) Power to vote or dispose.

Villere has the power to vote 3,701,881 Shares and the power to dispose of 3,653,881 Shares.

 

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.

Not Applicable.

CUSIP No. 87651B 10 4   Page 9 of 10

 

ITEM 8. Identification and Classification of Members of the Group.

Villere is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, and its principal business is managing a number of accounts containing securities over which Villere has voting and dispositive power. Each of Messrs. Young, S. Villere II, S. Villere III and G. Villere has a controlling interest in Villere.

 

ITEM 9. Notice of Dissolution of Group.

Not Applicable.

 

ITEM 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and 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.

CUSIP No. 87651B 10 4   Page 10 of 10

 

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.

Dated: November 19, 2015

 

  ST. DENIS J. VILLERE & COMPANY, L.L.C.
By:  

/s/ George Young

Name:   George Young
Title:   Member
  GEORGE V. YOUNG
 

/s/ George Young

  ST. DENIS J. VILLERE II
 

/s/ St. Denis J. Villere II

  ST. DENIS J. VILLERE III
 

/s/ St. Denis J. Villere III

  GEORGE G. VILLERE
 

/s/ George Villere

 EX-99.1 2 d64532dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

The undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Taser International Inc. and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this November 19, 2015.

 

ST. DENIS J. VILLERE & COMPANY, L.L.C.
By:  

/s/ George Young

Name:   George Young
Title:   Member
GEORGE V. YOUNG

/s/ George Young

ST. DENIS J. VILLERE, II

/s/ St. Denis J. Villere, II

ST. DENIS J. VILLERE, III

/s/ St. Denis J. Villere, III

GEORGE G. VILLERE

/s/ George Villere