-----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, V089xGmSIkCDhFlpVMnQF9o0PHLEnPpBpyFK9cB0GWjMgKZA0CXLPSgGc5Ca4t64 504BB99qlulHHGz9R3fzcg== 0000003327-98-000014.txt : 19980227 0000003327-98-000014.hdr.sgml : 19980227 ACCESSION NUMBER: 0000003327-98-000014 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980226 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALBERTO CULVER CO CENTRAL INDEX KEY: 0000003327 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 362257936 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-10375 FILM NUMBER: 98550799 BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVE CITY: MELROSE PARK STATE: IL ZIP: 60160 BUSINESS PHONE: 7084503039 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LAVIN BERNICE E CENTRAL INDEX KEY: 0000904860 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 SC 13D/A 1 SCHEDULE 13D, AMENDMENT NO. 4 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 4 )* ALBERTO-CULVER COMPANY (Name of Issuer) CLASS A COMMON STOCK, $.22 PAR VALUE PER SHARE (Title of Class of Securities) 013068200 (CUSIP Number) Marshall E. Eisenberg (312) 269-8020 Bernice E. Lavin NEAL, GERBER & EISENBERG 2525 Armitage Avenue Two North LaSalle Street, Suite 2200 Melrose Park, Illinois 60160 Chicago, Illinois 60602 (708) 450-3101 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 21, 1998 (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(b)(3) or (4), check the following box . Note: Six copies of this Statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. * 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 disclosure provided in a prior cover page. The information required on 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). (Continued on following page(s)) Page 1 of 7 Pages CUSIP NO. 013068200 13D Page 2 of 7 Pages 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Bernice E. Lavin 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen NUMBER 7 SOLE VOTING POWER OF SHARES 4,701,190** BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 1,248,688** EACH 9 SOLE DISPOSITIVE POWER REPORTING 4,701,190** PERSON 10 SHARED DISPOSITIVE POWER WITH 1,248,688* 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,949,878** 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * X Excluded are 4,400,886 Class B shares, 922 Class B shares, and 196 Class B shares and 64 Class A shares held by Lavin's spouse as trustee of a trust for his benefit, directly, and as special administrator of his son's estate, respectively. Lavin disclaims beneficial ownership of such shares. 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 21.05%** 14 TYPE OF REPORTING PERSON * IN * SEE INSTRUCTIONS BEFORE FILLING OUT ** Includes shares of Class B Common Stock, $.22 par value per share ("Class B shares"), which are immediately convertible at the holder's option on a share for share basis into Class A shares. CUSIP NO. 013068200 13D Page 3 of 7 Pages 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Bernice E. Lavin u/a/d 12/18/87 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 IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER 7 SOLE VOTING POWER OF SHARES 3,612,688** BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING 3,612,688** PERSON 10 SHARED DISPOSITIVE POWER WITH 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,612,688** 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable. 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 13.38% 14 TYPE OF REPORTING PERSON * 00 * SEE INSTRUCTIONS BEFORE FILLING OUT ** Includes Class B shares which are immediately convertible at the holder's option on a share for share basis into Class A shares. CUSIP NO. 013068200 13D Page 4 of 7 Pages Item 1. Security and Issuer. Title of Class of Securities: Class A common stock, $.22 par value per share ("Class A shares") Name and Address of Issuer: Alberto-Culver Company (the "Company") 2525 Armitage Avenue Melrose Park, IL 60160 Item 2. Identity and Background. (a) Name of Person Filing: (1) Bernice E. Lavin ("Lavin") (2) Bernice E. Lavin Trust, u/a/d 12/18/87 ("December Trust") (b) Address: 1)and 2) c/o Bernice E. Lavin 2525 Armitage Avenue Melrose Park, IL 60160 (c) Principal Business: (1)Lavin, an individual, is a Director, Vice Chairman, Secretary and Treasurer of the Company (2)Trust Administration (d) Prior Criminal Convictions: None (e) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None (f) Place of Organization: (1) U.S. Citizen (2) Illinois Trust Item 3. Source and Amount of Funds or Other Consideration. On February 21, 1998, Lavin, as co-trustee of the BEL February 1996 Grantor Annuity Trust, u/a/d 2/21/96, fbo Lavin (the "February Trust"), transferred 264,306, 264,307, and 264,307 Class B shares to Carol L. Bernick ("Mrs. Bernick") as co-trustee of trusts for the benefit of Mrs. Bernick and Mrs. Bernick's brother and sister, respectively. On February 17, 1998, Lavin, as co-trustee of the February Trust transferred 162,028 Class B shares to herself as beneficiary. Lastly, on February 17, 1998, Lavin individually transferred 162,028 Class B shares to herself as trustee of the December Trust. CUSIP NO. 013068200 13D Page 5 of 7 Pages Pursuant to an effective registration statement, Lavin sold the number of Class B shares on the open market, on the dates and at the price ranges (high and low) or the prices, as the case may be, as specified below: Date Quantity Price Range February 6, 1998 46,650 $31.25 - $31.50 February 9, 1998 4,650 $31.25 - $31.375 February 10, 1998 7,300 at $31.25 February 12, 1998 25,000 $30.50 - $30.8125 February 13, 1998 4,750 $30.50 - $30.625 February 17, 1998 11,750 $30.50 - $30.8125 February 18, 1998 26,300 $30.4737 - $30.75 February 19, 1998 500 at $30.50 February 20, 1998 13,500 $30.25 - $30.625 Item 4. Purpose of Transaction. Transfers and sales of securities were for the Lavin family's estate and personal planning rather than corporate purposes. The transfers and sales were not undertaken for purposes of effecting any of the actions listed in this item. Item 5. Interest in Securities of the Issuer. (a)(i)Amount of Class A Shares Beneficially Owned: 5,949,878 shares total; 294 Class B shares held directly; 3,612,688 Class B shares held as trustee of the December Trust; 434,480 Class A shares and 653,728 Class B shares held as trustee of various trusts for the benefit of her children and grandchildren; 100,200 Class A shares and 300,600 Class B shares held as co-trustee of a trust for the benefit of Mrs. Bernick; and 527,888 Class A shares and 320,000 Class B shares held by Lavin Family Foundation (a charitable foundation of which Lavin is the Treasurer and a Director). (ii) Percentage of Class A Shares Beneficially Owned*: 21.05% total: .001% held directly; 13.38% as trustee of the December Trust; 4.53% as trustee of trusts for the benefit of Lavin's adult children and grandchildren; 1.69% as co-trustee of a trust for the benefit of Mrs. Bernick; and 3.58% by Lavin Family Foundation (based on 23,379,245 Class A shares outstanding as of February 2, 1998). * Pursuant to Rule 13d-3(d)(1)(i) of the Securities Exchange Act of 1934, as amended, the following calculations assume that all Class B shares beneficially owned by Lavin have been converted into Class A shares. (b) Number of Shares as to Which Lavin Has: December Lavin Trust (i) Sole power to vote: 4,701,190(1) 3,612,688(1) (ii) Shared power to vote: 1,248,688(2) -0- (iii) Sole power to dispose: 4,701,190(1) 3,612,688(1) (iv) Shared power to dispose: 1,248,688(2) -0- CUSIP NO. 013068200 13D Page 6 of 7 Pages (1) The above shares shown as owned by Lavin and the December Trust are reflected as sole power of Lavin and the trust because Lavin has sole voting and investment power with respect to the Class B shares held by such trust. The above shares shown as owned by Lavin include 3,612,688 Class B shares held as trustee of the December Trust; 434,480 Class A shares and 653,728 Class B shares held as sole trustee of trusts for the benefit of Lavin's children and grandchildren and 294 Class B shares held directly. Lavin does not hold any Class A shares individually. (2) 527,888 Class A shares and 320,000 Class B shares held by Lavin Family Foundation; and 100,200 Class A shares and 300,600 Class B shares held as co-trustee of a trust for the benefit of Mrs. Bernick. Lavin shares the power to vote and dispose of the 527,888 Class A shares and 320,000 Class B shares held by Lavin Family Foundation with her husband, Leonard H. Lavin, and Mrs. Bernick. Lavin is co-trustee together with Mrs. Bernick of a trust for the benefit of Mrs. Bernick which holds 100,200 Class A shares and 300,600 Class B shares. The following information is presented with respect to Leonard H. Lavin and Mrs. Bernick, respectively. (i) Name of Person: Leonard H. Lavin Carol L. Bernick (ii) Address: 2525 Armitage Avenue Melrose Park, Illinois 60160 (iii) Principal Business: Leonard H. Lavin, an individual, is a Director and the Chairman of the Company. Carol L. Bernick, an individual is a Director and Executive Vice President and Assistant Secretary of the Company and President of Alberto-Culver USA, Inc., a subsidiary of the Company. (iv) Prior Criminal Convictions: None. (v) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None. (vi) Place of Organization: U.S. Citizen. An additional 4,400,886 Class B shares, 922 Class B shares, and 196 Class B shares and 64 Class A shares (which are not included above) are held by Lavin's husband as trustee of a trust for his benefit, directly, and as special administrator of his son's estate, respectively. Lavin disclaims beneficial ownership of such shares. (c) None, except as described in Item 3 above. CUSIP NO. 013068200 13D Page 7 of 7 Pages (d) None. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. None. 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 26, 1998 Signature: /s/ Bernice E. Lavin Name/Title: Bernice E. Lavin, individually; as trustee of the Bernice E. Lavin Trust u/a/d 12/18/87; as co-trustee of another trust; and as sole trustee of trusts for the benefit of her children and grandchildren -----END PRIVACY-ENHANCED MESSAGE-----