schedule13ga.htm

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HeSgCFiQ45r7D00ELo/LhecXv6bPqYLgTXpfPe3twzh8SYWBnyzJ52tsN75pZC8u POO0k2GHBgOY8734s2E18A== 0001329511-10-000008.txt : 20100209 0001329511-10-000008.hdr.sgml : 20100209 20100209103023 ACCESSION NUMBER: 0001329511-10-000008 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20100209 DATE AS OF CHANGE: 20100209 GROUP MEMBERS: CABELA'S FAMILY, LLC GROUP MEMBERS: MARY A. CABELA FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CABELA RICHARD N CENTRAL INDEX KEY: 0001292776 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: ONE CABELA DRIVE CITY: SIDNEY STATE: NE ZIP: 69160 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CABELAS INC CENTRAL INDEX KEY: 0001267130 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 200486586 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80370 FILM NUMBER: 10582669 BUSINESS ADDRESS: STREET 1: ONE CABELA DRIVE CITY: SIDNEY STATE: NE ZIP: 69160 BUSINESS PHONE: 308-254-5505 MAIL ADDRESS: STREET 1: ONE CABELA DRIVE CITY: SIDNEY STATE: NE ZIP: 69160 SC 13G/A 1 schedule13ga.htm SCHEDULE 13G/A (RICHARD CABELA, MARY CABELA, CABELA'S FAMILY, LLC) schedule13ga.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 5)*

Cabela’s Incorporated

(Name of Issuer)

Class A Common Stock, $0.01 par value

(Title of Class of Securities)

126804 30 1

…………………………………..

(CUSIP Number)

December 31, 2009

…………………………………..

(Date of Event Which Requires

Filing of this Statement)

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)

*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. 126804 30 1

………………………………………………………………………………………………………………………………………………………………………………………………………………………

1	Name of Reporting Persons. I.R.S. Identification No. of above person (entities only). Richard N. Cabela

2	Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ]

3	SEC Use Only

4	Citizenship or Place of Organization U.S.A.

Number of Shares Beneficially Owned by Each Reporting Person With:	5	Sole Voting Power:
		9,406,572(1)
	6	Shared Voting Power:
		88,204
	7	Sole Dispositive Power:
		987,012(1)
	8	Shared Dispositive Power:
		8,593,768

9	Aggregate Amount Beneficially Owned by Each Reporting Person 9,580,780
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
11	Percent of Class Represented by Amount in Row (9) 14.3%
12	Type of Reporting Person IN

__________________

(1)	Includes 12,580 shares of common stock held in the Cabela’s Incorporated 401(k) Savings Plan.

CUSIP NO. 126804 30 1

1	Name of Reporting Persons. I.R.S. Identification No. of above person (entities only). Mary A. Cabela

2	Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ]

3	SEC Use Only

4	Citizenship or Place of Organization U.S.A.

Number of Shares Beneficially Owned by Each Reporting Person With:	5	Sole Voting Power:
		86,004
	6	Shared Voting Power:
		88,204
	7	Sole Dispositive Power:
		-0-
	8	Shared Dispositive Power:
		8,593,768

9	Aggregate Amount Beneficially Owned by Each Reporting Person 8,593,768
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares [X] Excludes 12,580 shares held by Richard N. Cabela, Mrs. Cabela’s spouse, in the Cabela’s Incorporated 401(k) Savings Plan.
11	Percent of Class Represented by Amount in Row (9) 12.8%
12	Type of Reporting Person IN

CUSIP NO. 126804 30 1

1	Name of Reporting Persons. I.R.S. Identification No. of above person (entities only). Cabela’s Family, LLC 47-0826737

2	Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ]

3	SEC Use Only

4	Citizenship or Place of Organization State of Nebraska

Number of Shares Beneficially Owned by Each Reporting Person With:	5	Sole Voting Power:
		8,505,564
	6	Shared Voting Power:
		-0-
	7	Sole Dispositive Power:
		8,505,564
	8	Shared Dispositive Power:
		-0-

9	Aggregate Amount Beneficially Owned by Each Reporting Person 8,505,564
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
11	Percent of Class Represented by Amount in Row (9) 12.7%
12	Type of Reporting Person OO

Item 1.

Name of Issuer:

Cabela’s Incorporated (the “Issuer”)

Address of Issuer’s Principal Executive Offices:

One Cabela Drive

Sidney, NE 69160

Item 2.

Name of Person Filing:

(1) Richard N. Cabela (“Mr. Cabela”); (2) Mary A. Cabela (“Mrs. Cabela”); and (3) Cabela’s Family, LLC (the “LLC”)

b.	Address of Principal Business Office:
	(1)	Mr. Cabela: Richard N. Cabela One Cabela Drive Sidney, NE 69160
	(2)	Mrs. Cabela: Mary A. Cabela One Cabela Drive Sidney, NE 69160
	(3)	The LLC: Cabela’s Family, LLC One Cabela Drive Sidney, NE 69160

c.	Citizenship:
	(1)	Mr. Cabela: United States of America
	(2)	Mrs. Cabela: United States of America
	(3)	The LLC: State of Nebraska, U.S.A.

Title of Class of Securities:

Common Stock, par value $0.01

CUSIP Number:

126804 30 1

Item 3. If this statement is filed pursuant to sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a(n): N/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);
d.	[ ]	Investment company registered under section 8 of the Investment Company Act (15 U.S.C. 80a-8);
e.	[ ]	Investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E);
f.	[ ]	Employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F);
g.	[ ]	Parent holding company or control person in accordance with section 240.13d-1(b)(ii)(G);
h.	[ ]	Savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
i.	[ ]	Church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
j.	[ ]	Non-U.S. institution in accordance with section 240.13d-1(b)(1)(ii)(J);
k.	[ ]	Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).

Item 4.	Ownership
a.	Amount Beneficially Owned: (1) Mr. Cabela: 9,580,780 (2) Mrs. Cabela: 8,593,768 (3) The LLC: 8,505,564

b.	Percent of Class: (1) Mr. Cabela: 14.3% (2) Mrs. Cabela: 12.8% (3) The LLC: 12.7%

c.	Number of shares as to which such person has:

Sole power to vote or to direct the vote:

(1) Mr. Cabela: 9,406,572

(2) Mrs. Cabela: 86,004

(3) The LLC: 8,505,564

ii.

Shared power to vote or to direct the vote:

(1) Mr. Cabela: 88,204

(2) Mrs. Cabela: 88,204

(3) The LLC: -0-

iii.

Sole power to dispose or to direct the disposition of:

(1) Mr. Cabela: 987,012

(2) Mrs. Cabela: -0-

(3) The LLC: 8,505,564

iv.

Shared power to dispose or to direct the disposition of:

(1) Mr. Cabela: 8,593,768

(2) Mrs. Cabela: 8,593,768

(3) The LLC: -0-

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Other than as described in Item 4, the members of the LLC (which consist of Mr. Cabela, Mrs. Cabela, and certain trusts created for the benefit of Mr. and Mrs. Cabela and their children) have the right to receive the dividends from, or the proceeds from, the sale of the 8,505,564 shares of the Issuer’s Class A Common Stock held by the LLC.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

N/A

Item 8.

Identification and Classification of Members of the Group

N/A

Item 9.

Notice of Dissolution of Group

N/A

Item 10.

Certifications

N/A

Exhibits:

Exhibit 1: Joint Filing Agreement

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: February 9, 2010

	/s/ Brent LaSure
	Brent LaSure on behalf of Richard N. Cabela, individually, pursuant to a Power of Attorney dated October 7, 2004, a copy of which has been filed with the Commission and is incorporated herein by reference


	/s/ Brent LaSure
	Brent LaSure, on behalf of Mary A. Cabela, individually, pursuant to a Power of Attorney dated October 7, 2004, a copy of which has been filed with the Commission and is incorporated herein by reference


	CABELA’S FAMILY, LLC


	By:	/s/ Brent LaSure
		Brent LaSure on behalf of Cabela’s Family, LLC pursuant to a Power of Attorney dated October 7, 2004, a copy of which has been filed with the Commission and is incorporated herein by reference

EX-1 2 exhibit1.htm EXHIBIT 1 (JOINT FILING AGREEMENT) exhibit1.htm

Exhibit 1

Joint Filing Agreement

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934 (the “Act”), the undersigned hereby agree to file jointly the Statement on Schedule 13G with respect to the securities of Cabela’s Incorporated, and any amendments thereto which may be deemed necessary, pursuant to Regulation 13D-G under the Act. It is understood and agreed that each of the parties hereto is responsible for the timely filing of such statement and any amendments thereto and for the completeness and accuracy of the information concerning such party contained therein, but such party is not responsible for the completeness or accuracy of information concerning the other party unless such party knows or has reason to believe that such information is inaccurate. It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to the statement on Schedule 13G, and any amendments thereto, filed on behalf of each of the parties hereto. In evidence thereof, the undersigned hereby execute this agreement as of the 11th day of February, 2005.

	/s/ Richard N. Cabela
	Richard N. Cabela


	/s/ Mary A. Cabela
	Mary A. Cabela

	CABELA’S FAMILY, LLC


	By:	/s/ Richard N. Cabela
		Richard N. Cabela, Manager


	By:	/s/ Mary A. Cabela
		Mary A. Cabela, Manager

Back to Schedule 13G/A

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