1
|
NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF SUCH PERSONS (ENTITIES ONLY)
Contran Corporation
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
BK, WC & OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
-0-
|
|
8
|
SHARED VOTING POWER
10,937,982
|
||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||
10
|
SHARED DISPOSITIVE POWER
10,937,982
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,937,982
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
90.4%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
1
|
NAMES OF REPORTING PERSONS AND I.R.S. IDENTIFICATION NOS. OF SUCH PERSONS (ENTITIES ONLY)
Harold C. Simmons
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
-0-
|
|
8
|
SHARED VOTING POWER
10,951,439
|
||
9
|
SOLE DISPOSITIVE POWER
-0-
|
||
10
|
SHARED DISPOSITIVE POWER
10,951,439
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ý
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
|
||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
Item 2.
|
Identity and Background.
|
·
|
Contran Corporation (“Contran”) as a direct holder of Shares; and
|
·
|
by virtue of his position with Contran (as described in this Statement), Harold C. Simmons (collectively, the “Reporting Persons”)
|
Item 3.
|
Source and Amount of Funds or Other Consideration
|
Item 4.
|
Purpose of Transaction
|
Reporting Person
|
Shares Directly Held
|
|||
Contran
|
10,937,982 | |||
Annette C. Simmons
|
13,457 | |||
Total
|
10,951,439 |
Date
|
Number of Shares
Purchased
|
Price Per Share ($)
(exclusive of
commissions)
|
04/17/13
|
148,400
|
$9.00
|
04/17/13
|
51,600
|
$9.00
|
04/17/13
|
67,923
|
$9.00
|
04/17/13
|
10,000
|
$9.00
|
04/22/13
|
9,683
|
$9.00
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
|
Name
|
Present Principal Occupation
|
L. Andrew Fleck
|
Vice president-real estate of Contran.
|
Robert D. Graham
|
Vice president of Contran and Valhi, Inc., a publicly held subsidiary of Contran (“Valhi”); vice president and general counsel of NL Industries, Inc. (“NL”), a publicly held subsidiary of Valhi; executive vice president and chief administrative officer of Kronos Worldwide, Inc. (“Kronos Worldwide”), a publicly held subsidiary of Valhi.
|
J. Mark Hollingsworth
|
Vice president and general counsel of Keystone Consolidated Industries, Inc. (the “Company”), Contran, CompX International Inc., a publicly held subsidiary of NL (“CompX”), and Valhi.
|
William J. Lindquist
|
Director and senior vice president of Contran; senior vice president of Valhi; and chief executive officer of Waste Control Specialists LLC, a subsidiary of Valhi.
|
A. Andrew R. Louis
|
Vice president and secretary of CompX, Kronos Worldwide, NL and Valhi; and secretary of Contran.
|
Kelly D. Luttmer
|
Vice president and tax director of the Company and vice president and global tax director of CompX, Contran, Kronos Worldwide, NL and Valhi.
|
Bobby D. O’Brien
|
Vice president and chief financial officer of Contran and Valhi; and executive vice president of Kronos Worldwide.
|
Harold C. Simmons
|
Chairman of the board of Contran, Kronos Worldwide and Valhi; and chairman of the board and chief executive officer of NL.
|
John A. St. Wrba
|
Vice president and treasurer of Contran, Kronos Worldwide, NL and Valhi.
|
Gregory M. Swalwell
|
Vice president and controller of Contran and Valhi; executive vice president and chief financial officer of Kronos Worldwide; and vice president, finance and chief financial officer of NL.
|
Steven L. Watson
|
Director and president of Contran; vice chairman and chief executive officer of Kronos Worldwide; director, president and chief executive officer of Valhi; and a director of the Company, CompX and NL.
|
Name
|
Shares Held (1)
|
L. Andrew Fleck
|
--0--
|
Robert D. Graham
|
--0--
|
J. Mark Hollingsworth
|
--0--
|
William J. Lindquist
|
--0--
|
A. Andrew R. Louis
|
--0--
|
Kelly D. Luttmer
|
--0--
|
Bobby D. O’Brien
|
--0--
|
Harold C. Simmons (2)
|
13,457
|
John A. St. Wrba
|
--0--
|
Gregory M. Swalwell
|
--0--
|
Steven L. Watson
|
--0--
|
(1)
|
There are no outstanding stock options to acquire Shares.
|
(2)
|
Comprises the 13,457 Shares held directly by his wife. Does not include other Shares of which Mr. Simmons may be deemed to possess indirect beneficial ownership as described in Items 2 and 5(a) of this Statement. Mr. Simmons disclaims beneficial ownership of all Shares.
|