0001104659-15-030788.txt : 20150428 0001104659-15-030788.hdr.sgml : 20150428 20150428085634 ACCESSION NUMBER: 0001104659-15-030788 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150428 DATE AS OF CHANGE: 20150428 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CANTERBURY PARK HOLDING CORP CENTRAL INDEX KEY: 0000926761 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-RACING, INCLUDING TRACK OPERATION [7948] IRS NUMBER: 411775532 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43299 FILM NUMBER: 15796770 BUSINESS ADDRESS: STREET 1: 1100 CANTERBURY DR CITY: SHAKOPEE STATE: MN ZIP: 55379 BUSINESS PHONE: 6124457223 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN JOHN L CENTRAL INDEX KEY: 0000900704 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 605 HIGHWAY 169 STREET 2: SUITE 400 CITY: MINNEAPOLIS STATE: MN ZIP: 55441 SC 13D/A 1 a15-10072_1sc13da.htm SC 13D/A

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

Schedule 13D

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 6)

 

Canterbury Park Holding Corporation

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

13811E 10 1

(CUSIP Number)

 

John L. Morgan

605 Highway 169 N., Suite 400

Minneapolis, Minnesota 55441

Telephone Number (763) 520-8500

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

April 27, 2015

(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13(d)-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 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 the disclosures provided in a prior cover page.

The information required in 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).

 



 

CUSIP No. 13811E 10 1

 

 

1

Names of Reporting Persons
John L. Morgan

 

 

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)
PF

 

 

5

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6

Citizenship or Place of Organization
United States

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7

Sole Voting Power
48,593

 

8

Shared Voting Power
0

 

9

Sole Dispositive Power
48,593

 

10

Shared Dispositive Power
0

 

 

11

Aggregate Amount Beneficially Owned by Each Reporting Person
48,593

 

 

12

Check box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13

Percent of Class Represented by Amount in Row (11)
1.15%

 

 

14

Type of Reporting Person (See Instructions)
IN

 

2



 

Reference is hereby made to the statements on Schedule 13D originally field with the Securities and Exchange Commission on March 23, 2010, as amended pursuant to Amendment No. 1 dated June 3, 2010, Amendment No. 2 dated August 28, 2012, Amendment No. 3 dated September 11, 2012, Amendment No. 4 dated November 8, 2012 and Amendment No. 5 dated February 24, 2015 (collectively the “Schedule 13D”) which are incorporated herein by reference.  Pursuant to this Amendment No. 6 to Schedule 13D, Item 5 of Schedule 13D is hereby amended as follows:

 

Item 5.                                                         Interest in Securities of Issuer.

 

(a)                                 Aggregate number and percentage of class beneficially owned:

 

As of April 27, 2015, Mr. Morgan may be deemed to be the beneficial owner of 48,593 shares of common stock.

 

Based on calculations made in accordance with Rule 13d-3(d), Mr. Morgan may be deemed the beneficial owner of 1.15% of the Company’s common stock.  This calculation is based on 4,220,381 shares of common stock outstanding, as of April 9, 2015, reported in the Company’s Proxy Statement for the 2015 Annual Meeting to be held June 4, 2015.

 

(b)                                 Voting and Dispositive Power:

 

Mr. Morgan has sole voting and dispositive power over 48,593 shares that may be deemed to be beneficially owned by him as of April 27, 2015.

 

(c)                                  Transactions within the past 60 days: on April 27, 2015, Mr. Morgan sold 268,200 shares of common stock to Mario J. Gabelli or entities controlled directly or indirectly by Mr. Gabelli in a transaction executed by a broker-dealer at a price per share of $10.20. In addition, transactions in the Common Stock effected by Mr. Morgan in the past sixty (60) days in open market sales are set forth in Appendix A hereto and incorporated herein by reference.

 

(d)                                 Right to Direct the Receipt of Dividends: Not applicable.

 

(e)                                  Last Date on Which Reporting Person Ceased to be a 5% Holder: April 27, 2015.

 

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: April 27, 2015

 

 

 

Name

/s/ John L. Morgan

 

 

John L. Morgan

 

3



 

Appendix A

 

Transactions by Mr. Morgan in Canterbury Park Holding Corporation during the past 60 days:

 

Date Sold

 

Number of Shares
Sold

 

Price Per Share

 

2/26/15

 

3,000

 

$

10.96

 

2/26/16

 

3,000

 

$

10.96

 

2/26/15

 

1,500

 

$

10.96

 

3/04/15

 

1,300

 

$

10.61

 

3/04/15

 

1,000

 

$

10.52

 

3/04/15

 

1,000

 

$

10.52

 

3/04/15

 

900

 

$

10.61

 

3/04/15

 

600

 

$

10.52

 

3/04/15

 

500

 

$

10.61

 

3/04/15

 

400

 

$

10.52

 

3/04/15

 

300

 

$

10.60

 

3/04/15

 

200

 

$

10.62

 

3/04/15

 

100

 

$

10.61

 

3/10/15

 

200

 

$

10.40

 

3/12/15

 

500

 

$

10.40

 

3/12/15

 

200

 

$

10.42

 

3/30/15

 

3,091

 

$

10.20

 

3/30/15

 

5,000

 

$

10.11

 

3/30/15

 

200

 

$

10.20

 

3/30/15

 

100

 

$

10.20

 

4/07/15

 

1,000

 

$

10.10

 

4/08/15

 

100

 

$

10.19

 

4/15/15

 

1,200

 

$

10.10

 

4/15/15

 

800

 

$

10.25

 

4/16/15

 

1,040

 

$

10.16

 

4/16/15

 

200

 

$

10.18

 

 

4