-----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, HDgL3qfheXKGuSNcotEGzJtraWd43NXsT2lnR2+unqOcT3r8vOmRtENtSwZCX4ll AQwq2ReSh2hnUVr5iE4sQg== 0000921895-95-000129.txt : 19951023 0000921895-95-000129.hdr.sgml : 19951023 ACCESSION NUMBER: 0000921895-95-000129 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19951020 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MERRIMAC INDUSTRIES INC CENTRAL INDEX KEY: 0000706864 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 221642321 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34358 FILM NUMBER: 95582884 BUSINESS ADDRESS: STREET 1: 41 FAIRFIELD PL CITY: WEST CALDWELL STATE: NJ ZIP: 07006-0986 BUSINESS PHONE: 2015751300 MAIL ADDRESS: STREET 1: 41 FAIRFIELD PLACE CITY: WEST CALDWELL STATE: NJ ZIP: 07007-0986 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TERRANOVA VICTOR PAUL ET AL CENTRAL INDEX KEY: 0000931521 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 7 BRENTWOOD DR CITY: NORTH CALDWELL STATE: NJ ZIP: 07006 SC 13D/A 1 AMENDMENT NO. 1 TO SC 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 -------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)(1) MERRIMAC INDUSTRIES, INC. - -------------------------------------------------------------------------------- (Name of issuer) COMMON STOCK, $.50 PAR VALUE - -------------------------------------------------------------------------------- (Title of class of securities) 590262-10-1 - -------------------------------------------------------------------------------- (CUSIP number) VICTOR PAUL TERRANOVA 602 Nottingham Court Norwood, New Jersey 07648 - -------------------------------------------------------------------------------- (Name, address and telephone number of person authorized to receive notices and communications) OCTOBER 10, 1995 - -------------------------------------------------------------------------------- (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 / /. Check the following box if a fee is being paid with the statement / /. (A fee is not required only if the reporting 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 thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). 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. (Continued on following pages) (Page 1 of 4 Pages) - -------- (1) 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 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 PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS VICTOR PAUL TERRANOVA PAUL TERRANOVA - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS - ------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) / / - ------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OR ORGANIZATION UNITED STATES - ------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY 69,165 OWNED BY ----------------------------------------------------------------- EACH REPORTING 8 SHARED VOTING POWER PERSON WITH -0- ----------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 69,165 ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER -0- - ------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 69,165 - ------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / - ------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.0% - ------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN =============================================================================== *SEE INSTRUCTIONS BEFORE FILLING OUT! This is a joint filing of Mr. Victor Paul Terranova ("V. Terranova") and Mr. Paul Terranova ("P. Terranova" and, together with V. Terranova, the "Reporting Persons"). With respect to V. Terranova, this constitutes Amendment No. 2 to the Schedule 13D filed by him on July 11, 1991 as amended by Amendment No. 1 jointly filed by the Reporting Persons on October 14, 1994. With respect to P. Terranova, this constitutes Amendment No. 1 to the Schedule 13D filed by jointly filed by the Reporting Persons on October 14, 1994. The Reporting Persons may be considered to be a group under Rule 13d-1-(f) under the Securities Exchange Act of 1934. Item 4. Purpose of Transaction. The Reporting Persons having disposed of a significant portion of their holdings of Common Stock of the Issuer as described in Item 5 below. With respect to their remaining shares of the Issuer, the Reporting Persons may, based upon an evaluation of the Issuer's financial condition, operations and future plans, (a) attempt to dispose of the Shares in the open market, in privately negotiated transactions or otherwise, to one or more persons which may include the Issuer, (b) acquire additional shares of common stock in the open market in privately negotiated transactions or otherwise, or (c) take a combination of such actions. Except as stated herein, the Reporting Persons do not presently have any other proposals or plans which would result in any event listed in items (a) through (c) of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. On June 12, 1995, P. Terranova sold 2,000 shares of the Issuer at a price of $11.00 per share. On June 17, 1995, P. Terranova sold 4,000 shares of the Issuer, 2,000 of which were sold at a price of $11.25 per share and 2,000 of which were sold at a price of $11.50 per share. On September 5, 1995, P. Terranova sold 1,500 shares of the Issuer at a price of $10.50 per share. On September 7, 1995, P. Terranova sold 3,035 shares of the Issuer at a price of $10.50 per share. On October 10, 1995, V. Terranova sold 90,000 shares to the Issuer at a price of $11.50 per share. On October 17, 1995 P. Terranova sold 40,000 shares of the Issuer at a price of $11.50 per share. On October 17, 1995 V. Terranova sold 20,000 shares of the Issuer at a price of $11.50 per share. The aggregate number of the Common Shares beneficially owned by P. Terranova and V. Terranova is 69,165 constituting approximately 4.0% of the Common Shares outstanding, based on the Issuer's Form 10QSB filing for the period ended June 17, 1995. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: October 18, 1995 /s/ Victor Paul Terranova ------------------------- VICTOR PAUL TERRANOVA /s/ Paul Terranova, by Victor Paul ---------------------------------- Terranova, attorney-in-fact PAUL TERRANOVA, BY VICTOR PAUL TERRANOVA, ATTORNEY-IN-FACT -----END PRIVACY-ENHANCED MESSAGE-----