-----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, WoMTCWvSNe0CR6v7xDa4X9XEedVyia8QsC2VaXBe2tFENI8E7N7omchGiOiGUeul 3hs2fjbnnU9e44EG5quy+g== 0000895813-01-000113.txt : 20010330 0000895813-01-000113.hdr.sgml : 20010330 ACCESSION NUMBER: 0000895813-01-000113 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010329 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KATY INDUSTRIES INC CENTRAL INDEX KEY: 0000054681 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 751277589 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-31211 FILM NUMBER: 1584017 BUSINESS ADDRESS: STREET 1: 6300 S SYRACUSE WAY STE 300 CITY: ENGLEWOOD STATE: CO ZIP: 80111-6723 BUSINESS PHONE: 3032909300 MAIL ADDRESS: STREET 1: 6300 S SYRACUSE WAY SUITE 300 CITY: ENGLEWOOD STATE: CO ZIP: 80111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CARROLL WALLACE E FAMILY CENTRAL INDEX KEY: 0000917493 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O CRL INC STREET 2: 6300 S. SYRACUSE WAY STE 300 CITY: ENGLEWOOD STATE: CO ZIP: 80111 BUSINESS PHONE: 3034860017 MAIL ADDRESS: STREET 1: 6300 S SYRACUSE WAY #300 STREET 2: C/O CRL INC CITY: ENGLEWOOD STATE: CO ZIP: 80111 SC 13D/A 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 22) Under the Securities Exchange Act of 1934 Katy Industries, Inc. (Name of Issuer) Common Stock, One Dollar ($1.00) par value (Title of Class of Securities) 486026107 (CUSIP Number) Jonathan P. Johnson President CRL, Inc. 6300 S. Syracuse Way Suite 300 Englewood, CO 80111 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 19, 2001 (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) (f) or (g), check the following box. [ ] 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 disclosures 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). 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Wallace E. Carroll Trust U/A Dated 7/1/57 F/B/O Wallace E. Carroll, Jr., and his descendants 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 Illinois NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 2,151 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 2, 151 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,151 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .024% 14. TYPE OF REPORTING PERSON OO 2 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Wallace E. Carroll Trust U/A Dated 5/1/58 F/B/O Wallace E. Carroll, Jr., and his descendants 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 Illinois NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 603,000 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 603,000 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 603,000 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.78% 14. TYPE OF REPORTING PERSON OO 3 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Wallace E. Carroll Trust U/A Dated 1/20/61 F/B/O Wallace E. Carroll, Jr. 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 Illinois NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 11,881 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 11, 881 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,881 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .134% 14. TYPE OF REPORTING PERSON OO 4 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Lelia H. Carroll Trust U/A Dated 7/12/62 F/B/O Wallace E. Carroll, Jr. 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 Illinois NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 180,661 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 180, 661 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 180,661 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.03% 14. TYPE OF REPORTING PERSON OO 5 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wallace E. Carroll, Jr. Trust #2 U/A Dated 12/30/76 F/B/O Pamela Crigler, Susan Leonard, Margaret B. Berzins,Wallace E. Carroll, III 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 Illinois NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 762 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 762 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 762 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .0086% 14. TYPE OF REPORTING PERSON OO 6 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wallace E. Carroll Trust U/A Dated 12/20/79 F/B/O Pamela C. Crigler, Susan S. Leonard, Margaret B. Berzins, Wallace E. Carroll, III 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 Illinois NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 6,760 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 6,760 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,760 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .076% 14. TYPE OF REPORTING PERSON OO 7 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Arthur R. Miller 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 7. SOLE VOTING POWER 48,480 8. SHARED VOTING POWER 360,620 9. SOLE DISPOSITIVE POWER 48,480 10. SHARED DISPOSITIVE POWER 360,620 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 409,100 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.6% 14. TYPE OF REPORTING PERSON IN 8 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON CRL, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 2,073,436 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 2,073,436 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,073,436 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 23.3% 14. TYPE OF REPORTING PERSON CO 9 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Wallace E. Carroll, Jr. 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 7. SOLE VOTING POWER 194,340 8. SHARED VOTING POWER 2,932,391 9. SOLE DISPOSITIVE POWER 194,340 10. SHARED DISPOSITIVE POWER 2,932,391 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,126,731 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 35.2% 14. TYPE OF REPORTING PERSON IN 10 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Amelia Carroll 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 7. SOLE VOTING POWER 20,830 8. SHARED VOTING POWER 3,131,901 9. SOLE DISPOSITIVE POWER 20,830 10. SHARED DISPOSITIVE POWER 3,131,901 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,152,731 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 35.5% 14. TYPE OF REPORTING PERSON IN 11 AMENDMENT NO. 22 TO SCHEDULE 13D ITEM 1. SECURITY AND ISSUER. This statement on Schedule 13D/A relates to the common stock, $1.00 par value per share (the "Shares"), of Katy Industries, Inc. (the "Company"), whose principal executive offices are located at 6300 South Syracuse Way, Suite 300, Englewood, Colorado 80111. ITEM 2. IDENTITY AND BACKGROUND. This amended statement is jointly filed by, The Wallace E. Carroll Trust U/A dated 7/1/57 F/B/O Wallace E. Carroll, Jr. and his descendants (the "WEC, Jr. `57 Trust"), The Wallace E. Carroll Trust U/A dated 5/1/58 F/B/O Wallace E. Carroll, Jr. and his descendants (the "WEC, Jr. `58 Trust"), Wallace E. Carroll Trust U/A dated 1/20/61 F/B/O Wallace E. Carroll, Jr. ("WEC, Jr. `61 Trust"), The Lelia H. Carroll Trust U/A Dated 7/12/62 F/B/O Wallace Carroll, Jr. ("WEC, Jr. `62 Trust"), Wallace E. Carroll Jr. Trust #2 U/A dated 12/30/76 F/B/O descendants of Wallace E. Carroll, Jr. ("WEC, Jr. `76 Trust"), The Wallace E. Carroll Trust U/A Dated 12/20/79 F/B/O the descendants of Wallace E. Carroll, Jr. ("WEC, Jr. `79 Trust") (collectively, the "WEC, Jr. Trusts"), Wallace E. Carroll, Jr., Amelia Carroll, Arthur R. Miller and CRL, Inc. (collectively, the "Reporting Persons"). Each of the Reporting Persons has previously filed a statement on Schedule 13D reporting beneficial ownership of more than five percent (5%) of the class of securities described in Item 1. In order to restate the ownership interests of the Reporting Persons herein, this statement on Schedule 13D is filed jointly by those Reporting Persons, but is, in fact, a continuation of the information contained in the Schedule 13D initially filed by the Reporting Persons. ITEM 3. SOURCE OF FUNDS. Not applicable. ITEM 4. PURPOSE OF TRANSACTION. Effective March 19, 2001, Arthur R. Miller resigned as director of CRL, Inc. and as trustee to the WEC, Jr. Trusts. Mr. Miller may have been deemed a beneficial owner of the Shares in the WEC, Jr. Trusts and CRL, Inc. This amended statement restates the beneficial ownership of the WEC, Jr. Trusts and CRL, Inc. without Mr. Miller serving as co-trustee and the resultant beneficial ownership of Mr. Miller after his resignation, which amounts to less than five percent. Mr. Miller continues to serve as a director and officer of Katy Industries, Inc. 12 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. This statement is filed with respect to Shares of the Company in which any of the Reporting Persons have or share voting and investment power. All of the information is presented as of the date of Mr. Miller's resignation. Information concerning the number and percentage of Shares beneficially owned by each of the Reporting Persons is set forth on the cover pages of this statement, which are incorporated herein by this reference in their entirety. The following table indicates the direct and indirect beneficial ownership: % OF NAME SHARES CLASS Wallace E. Carroll, Jr., an individual resident 3,126,731 35.2% of the State of Colorado Amelia Carroll, an individual resident of the 3,152,731 35.5% State of Colorado The Wallace E. Carroll Trust U/A Dated 7/1/57 2,151 .024% F/B/O Wallace E. Carroll, Jr. and his descendants The Wallace E. Carroll Trust U/A Dated 5/1/58 603,000 6.78% F/B/O Wallace E. Carroll, Jr. and his descendants The Wallace E. Carroll Trust U/A Dated 1/20/61 11,881 .134% F/B/O Wallace E. Carroll, Jr. The Lelia H. Carroll Trust U/A Dated 7/12/62 180,661 2.03% F/B/O Wallace E. Carroll, Jr. The Wallace E. Carroll, Jr. Trust #2 U/A Dated 762 .0086% 12/30/76 F/B/O the descendants of Wallace E. Carroll, Jr. Wallace E. Carroll Trust U/A Dated 12/20/79 6,760 .076% F/B/O the descendants of Wallace E. Carroll, Jr. Arthur R. Miller 409,100 4.6% CRL, Inc. 2,073,436 23.3% Effective March 19, 2001, as a result of Mr. Miller's resignation, Mr. Miller ceased to be the beneficial owner of more than five percent (5%) of the Shares, and will hereafter cease to be a Reporting Person hereunder. (Signature Page Follows) 13 SIGNATURE After reasonable inquiry and to the best of our knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: March 29, 2001 The Wallace E. Carroll Trust U/A The Wallace E. Carroll Trust U/A Dated 7/1/57 F/B/O Wallace E. Dated 5/1/58 F/B/O Wallace E. Carroll, Jr. and his descendants Carroll, Jr. and his descendants By: /s/ Wallace E. Carroll, Jr. By: /s/ Wallace E. Carroll, Jr. --------------------------- --------------------------- Wallace E. Carroll, Jr., Wallace E. Carroll, Jr., Trustee Trustee The Wallace E. Carroll Trust U/A The Lelia H. Carroll Trust U/A Dated 1/20/61 F/B/O Wallace E. Dated 7/12/62 F/B/O Wallace E. Carroll, Jr. Carroll, Jr. By: /s/ Wallace E. Carroll, Jr. By: /s/ Wallace E. Carroll, Jr. --------------------------- --------------------------- Wallace E. Carroll, Jr., Wallace E. Carroll, Jr., Trustee Trustee The Wallace E. Carroll, Jr. Trust The Wallace E. Carroll Trust U/A #2 U/A Dated 12/20/79 F/B/O the Dated 12/30/76 F/B/O the descendants of descendants of Wallace E. Carroll, Jr. Wallace E. Carroll, Jr. By: /s/ Philip E. Johnson By: /s/ Wallace E. Carroll, Jr. --------------------------- --------------------------- Philip E. Johnson, Trustee Wallace E. Carroll, Jr., Trustee 14 CRL, Inc. By: /s/ Jonathan P. Johnson --------------------------------- Name: Jonathan P. Johnson ------------------------------ Title: President ------------------------------ /s/ Arthur R. Miller ------------------------------------- Arthur R. Miller /s/ Amelia Carroll ------------------------------------- Amelia Carroll /s/ Wallace E. Carroll, Jr. ------------------------------------- Wallace E. Carroll, Jr. 15 -----END PRIVACY-ENHANCED MESSAGE-----