0001476961-12-000023.txt : 20120215
0001476961-12-000023.hdr.sgml : 20120215
20120215123047
ACCESSION NUMBER: 0001476961-12-000023
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20120215
DATE AS OF CHANGE: 20120215
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: NICKLIN WILLIAM FRED
CENTRAL INDEX KEY: 0000925227
FILING VALUES:
FORM TYPE: SC 13G/A
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: PMFG, Inc.
CENTRAL INDEX KEY: 0001422862
STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569]
IRS NUMBER: 510661574
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0630
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-84268
FILM NUMBER: 12615012
BUSINESS ADDRESS:
STREET 1: 14651 NORTH DALLAS PARKWAY
STREET 2: SUITE 500
CITY: DALLAS
STATE: TX
ZIP: 75254
BUSINESS PHONE: (214) 357-6181
MAIL ADDRESS:
STREET 1: 14651 NORTH DALLAS PARKWAY
STREET 2: SUITE 500
CITY: DALLAS
STATE: TX
ZIP: 75254
SC 13G/A
1
pmfg_123111_A3_wfn.txt
PMFG 123111 WFN
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
PMFG, Inc.
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class of Securities)
69345P103
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(CUSIP NUMBER)
December 31, 2011
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(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)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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
there to 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).
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
William Fred Nicklin
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2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
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3. SEC Use Only
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4. Citizenship or Place of Organization
United States
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Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power: 1,396,847 (1)
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6. Shared Voting Power: 43,750 (2)
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7. Sole Dispositive Power: 1,396,847 (1)
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8. Shared Dispositive Power: 43,750 (2)
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,440,597
--------------------------------------------------------------------------------
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
11. Percent of Class Represented by Amount in Row (9)
8.1%
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12. Type of Reporting Person: IN
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Item 1. (a) Name of Issuer
PMFG, Inc.
(b) Address of Issuers Principal Executive Offices
14651 North Dallas Parkway, Suite 500
Dallas, Texas 75254
Item 2. (a) Name of Person Filing:
William Fred Nicklin
Item 2. (b) Address of Principal Business Office:
3 Rivers Edge, Newburgh, NY 12550-1457
Item 2. (c) Citizenship:
United States
Item 2. (d) Title of Class of Securities:
Common Stock
Item 2. (e) CUSIP: 69345P103
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:
Not applicable.
Item 4. Ownership.
(a) Amount beneficially owned: 1,440,597
(b) Percent of class: 8.1%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,396,847 (1)
(ii) Shared power to vote or to direct the vote: 43,750 (2)
(iii) Sole power to dispose or to direct the disposition of: 1,396,847 (1)
(iv) Shared power to dispose or to direct the disposition of: 43,750 (2)
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.
not applicable
Item 8. Identification and Classification of Members of the Group
not applicable
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 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 of effect.
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: 2/14/2012
Signature: WILLIAM F. NICKLIN
Name/Title: William F. Nicklin / Manager
_______________________________________________________________________________
(1) Represents 1,138,972 shares of common stock held by Mr. Nicklin directly,
36,000 shares of common stock held by Nicklin Holdings Inc., as to which Mr.
Nicklin has voting and investment power, 81,250 shares of common stock held
by Freda W. Nicklin, as to which Mr. Nicklin has voting and investment power,
and warrants to purchase 140,625 shares of common stock, which may be exercised
within 60 days of December 31, 2011.
(2) Represents 37,500 shares of common stock held by the Franklin C. Nicklin
Testamentary Trust, as to which Mr. Nicklin has shared voting and investment
power and warrants to purchase 6,250 shares of common stock, which may be
exercised within 60 days of December 31, 2011.
_______________________________________________________________________________