-----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, M8VVgCVKxxGcrsfAqfJHPcbaOqQgfVFaq6za29VcHjzzGKlYdmkP3P/K/E5thLP0 ozJa2PDZr+KWhQ6W1B+5og== 0001222474-04-000002.txt : 20041021 0001222474-04-000002.hdr.sgml : 20041021 20041021164514 ACCESSION NUMBER: 0001222474-04-000002 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20041021 DATE AS OF CHANGE: 20041021 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DEWEY JOHN H D CENTRAL INDEX KEY: 0001222474 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: 75 ROEBLING CITY: BROOKLYN STATE: NY ZIP: 11211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DEWEY ELECTRONICS CORP CENTRAL INDEX KEY: 0000028561 STANDARD INDUSTRIAL CLASSIFICATION: ORDNANCE & ACCESSORIES, (NO VEHICLES/GUIDED MISSILES) [3480] IRS NUMBER: 131803974 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-13612 FILM NUMBER: 041090024 BUSINESS ADDRESS: STREET 1: 27 MULLER RD CITY: OAKLAND STATE: NJ ZIP: 07436 BUSINESS PHONE: 2013374700 MAIL ADDRESS: STREET 2: 27 MULLER ROAD CITY: OAKLAND STATE: NJ ZIP: 07436 FORMER COMPANY: FORMER CONFORMED NAME: DEWEY G C CORP DATE OF NAME CHANGE: 19690428 SC 13D 1 d13johnsc.txt TEXT FILE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 THE DEWEY ELECTRONICS CORPORATION (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 252063102000 (CUSIP Number) John H.D. Dewey The Dewey Electronics Corporation 27 Muller Road Oakland, New Jersey 07436 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Ocotober 12, 2004 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box __ . SCHEDULE 13D CUSIP No. 252063102000 Page 2 of 4 Pages 1 NAME OF REPORTING PERSON: JOHN H. D. DEWEY 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) __ (b) _X_ 3 SEC USE ONLY 4 SOURCE OF FUNDS: NOT APPLICABLE 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) __ 6 CITIZENSHIP OR PLACE OF ORGANIZATION: UNITED STATES NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER: 69, 317 8 SHARED VOTING POWER: 0 9 SOLE DISPOSITIVE POWER: 69,317 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 69,317 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES _X_ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 5.05% 14 TYPE OF REPORTING PERSON: IN Item 1. Security and Issuer The class of equity securities to which this statement relates is the common stock, par value $.01 per share (the "Common Stock"), of The Dewey Electronics Corporation, a New York corporation (the "Company"). The address of the Company's principal executive offices is 27 Muller Road, Oakland, New Jersey 07436. Item 2. Identity and Background This statement is being filed by John H. D. Dewey. Mr. Dewey is President and Chief Executive Officer of the Company, and his business address is 27 Muller Road, Oakland, New Jersey 07436. During the last five years, Mr. Dewey (i) has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), and (ii) was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of which was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Dewey is a United States citizen. Item 3. Source and Amount of Funds Not applicable - see Item 4. Item 4. Purpose of Transaction Mr. Dewey's compensation from the Company for the fiscal year ended June 30, 2003 included the grant, under the Company's 1998 Stock Option Plan, of options to purchase 12,000 shares of Common Stock at a price of $3.93 per share. Of such amount, (1) options to purchase 6,000 shares of Common Stock are currently exercisable and (2) options to purchase 6,000 shares of Common Stock will become exercisable on December 11, 2004. If not previously exercised, Mr. Dewey's stock options will terminate on December 10, 2013. Mr. Dewey is filing this statement on Schedule 13D solely because the stock options referred to in clause (2) above are exercisable within 60 days of October 12, 2004 and, accordingly, the underlying shares of Common Stock are now deemed to be beneficially owned by Mr. Dewey pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended. Such shares, when added to the other shares of Common Stock reported as beneficially owned by Mr. Dewey in Item 5 below, equal approximately 5.05% of the Common Stock outstanding as of October 12, 2004. Mr. Dewey has no present plans or proposals which would result in or relate to any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D, except that Mr. Dewey may from time to time acquire shares of Common Stock, including by exercise of his stock options, or dispose of Shares, depending upon his personal investment goals, the market price of the Common Stock, the exercise of his responsibilities as trustee with respect to the Trust Shares (as defined in Item 5 below), and other factors. Mr. Dewey is also an executive officer and director of the Company. Item 5. Interest in Securities of the Company (a) and (b) Mr. Dewey beneficially owns 69,317 shares of Common Stock (the "Shares"), consisting of (i) 30,059 shares of Common Stock of which Mr. Dewey is the record owner, (ii) 12,000 shares of Common Stock issuable upon exercisable of the stock options referred to in Item 4 above and (iii) 27,258 shares of Common Stock owned of record by a trust for the benefit of a daughter of Frances D. Dewey, of which Mr. Dewey is the sole trustee (the "Trust Shares"). The Shares represent approximately 5.05% of the 1,359,531 shares of Common Stock outstanding as of October 12, 2004. Mr. Dewey has sole voting power and sole dispositive power with respect to the Shares. Mr. Dewey's mother, Frances D. Dewey, the Chairperson and Secretary of the Company, beneficially owns 574,383 shares of Common Stock. Mr. Dewey disclaims any beneficial interest in the shares of Common Stock beneficially owned by Mrs. Dewey. (c) Transactions in the Common Stock effected during the past 60 days by Mr. Dewey: None (d) Except for the Trust Shares, no other person has the right to receive or the power to direct the receipt of dividends from, or the profits from the sale of, the Shares. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer Except as may be elsewhere described in this statement on Schedule 13D, Mr. Dewey does not have any contracts, arrangements, understandings or relationships (legal or otherwise) with respect to any securities of the Company, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option agreements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Item 7. Material To Be Filed as Exhibits Exhibit 1: 1998 Stock Option Plan, as amended (incorporated by reference from the Company's Definitive Proxy Statement for the 2001 annual meeting of stockholders). SIGNATURES 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: October 21, 2004 /s/ John H.D. Dewey John H.D. Dewey -----END PRIVACY-ENHANCED MESSAGE-----