1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Thomas W. Smith
|
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [x]
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZEN OR PLACE OF ORGANIZATION
United States
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
810,000
|
||
6
|
SHARED VOTING POWER
1,500,288
|
|||
7
|
SOLE DISPOSITIVE POWER
810,000
|
|||
8
|
SHARED DISPOSITIVE POWER
1,500,288
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,310,288
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.4%
|
|||
12
|
TYPE OF REPORTING PERSON
IN
|
|||
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Scott J. Vassalluzzo
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [x]
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZEN OR PLACE OF ORGANIZATION
United States
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
1,430,888
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
1,430,888
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,430,888
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.3%
|
|||
12
|
TYPE OF REPORTING PERSON
IN
|
|||
1
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Steven M. Fischer
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [x]
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZEN OR PLACE OF ORGANIZATION
United States
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
1,396,888
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
1,396,888
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,396,888
|
|||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.3%
|
|||
12
|
TYPE OF REPORTING PERSON
IN
|
|||
ITEM 1.
|
(a)
|
Name of Issuer:
|
|
(b)
|
Address of Issuer's Principal Executive Offices:
|
ITEM 2.
|
(a)
|
Name of Person Filing:
|
|
(b)
|
Address of Principal Business Office:
|
|
(c)
|
Citizenship:
|
|
(d)
|
Title of Class of Securities:
|
|
(e)
|
CUSIP Number:
|
ITEM 3.
|
If this Statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
|
ITEM 4.
|
Ownership
|
|
(a)
|
Thomas W. Smith – 2,310,288 shares; Scott J. Vassalluzzo – 1,430,888 shares; Steven M. Fischer – 1,396,888.
|
|
(b)
|
Thomas W. Smith – 5.4%; Scott J. Vassalluzzo – 3.3%; Steven M. Fischer – 3.3%.
|
|
(c)
|
Mr. Smith has the sole power to vote or to direct the vote of and to dispose or to direct the disposition of 810,000 shares. Messrs. Vassalluzzo and Fischer each have the sole power to vote or to direct the vote of and to dispose or to direct the disposition of no shares. Messrs. Smith, Vassalluzzo and Fischer have the shared power to vote or to direct the vote of and to dispose or to direct the disposition of 1,500,288, 1,430,888, and 1,396,888 shares, respectively. Voting and investment authority over investment accounts established for the benefit of certain family members and friends of Mr. Smith is subject to each beneficiary’s right, if so provided, to terminate or otherwise direct the disposition of the investment account.
|
ITEM 5.
|
Ownership of Five Percent or Less of a Class
|
ITEM 6.
|
Ownership of More than Five Percent on Behalf of Another Person
|
ITEM 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
|
ITEM 8.
|
Identification and Classification of Members of the Group
|
ITEM 9.
|
Notice of Dissolution of Group
|
ITEM 10.
|
Certification
|
/s/ Thomas W. Smith
Thomas W. Smith
/s/ Scott J. Vassalluzzo
Scott J. Vassalluzzo
/s/ Steven M. Fischer
Steven M. Fischer
|
|
/s/ Thomas W. Smith
Thomas W. Smith
/s/ Scott J. Vassalluzzo
Scott J. Vassalluzzo
/s/ Steven M. Fischer
Steven M. Fischer
|
|