-----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, SSrkah55ro3bab/WXN2fzJSkeLHQQBpdLLmwBqfayIiMeRMLjkoeND4TfReGwMDm XBihoMJcz/2RWsYw1KN1EA== 0000931763-98-000192.txt : 19980205 0000931763-98-000192.hdr.sgml : 19980205 ACCESSION NUMBER: 0000931763-98-000192 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980204 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AIRTRAN HOLDINGS INC CENTRAL INDEX KEY: 0000948846 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 582189551 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-49259 FILM NUMBER: 98520881 BUSINESS ADDRESS: STREET 1: 1800 PHOENIX BLVD STREET 2: STE 126 CITY: ATLANTA STATE: GA ZIP: 30349 BUSINESS PHONE: 7709072580 MAIL ADDRESS: STREET 1: 1800 PHOENIX BOULEVARD STREET 2: SUITE 126 CITY: ATLANTA STATE: GA ZIP: 30349 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GALLAGHER MAURICE J JR CENTRAL INDEX KEY: 0000938673 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 6900 WESTCLIFF DRIVE SUITE 505 CITY: LAS VEGAS STATE: NV ZIP: 89128 BUSINESS PHONE: 7022564332 MAIL ADDRESS: STREET 1: 6900 WESTCLIFF DRIVE STREET 2: SUITE 505 CITY: LAS VEGAS STATE: NV ZIP: 89128 SC 13G 1 STATEMENT OF BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3)* AirTran Holdings, Inc. (formerly ValuJet, Inc.) - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock $.001 par value per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 00949P108 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ] (A fee is not required only if the filing 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). * 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). 13G 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Maurice J. Gallagher, Jr. and Marcia Gallagher - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. - -------------------------------------------------------------------------------- 5 SOLE VOTING POWER NUMBER OF 2,390,000* SHARES ----------------------------------------------------------------- 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 157,500 EACH ----------------------------------------------------------------- 7 SOLE DISPOSITIVE POWER REPORTING PERSON 2,390,000* WITH ----------------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 157,500 - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,547,500* - -------------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.7% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON IN * Maurice J. Gallagher, Jr. by himself has sole voting and dispositive power over 185,000 of the shares reflected above. -2- SCHEDULE 13G ITEM 1. (a) The name of the issuer is AirTran Holdings, Inc. formerly known as ValuJet, Inc. ("AirTran"). (b) AirTran's principal executive offices are located at 9955 AirTran Boulevard, Orlando, Florida 32827. ITEM 2. (a) This Schedule 13G is filed on behalf of Maurice J. Gallagher, Jr. and Marcia Gallagher (the "Reporting Persons"). (b) The Reporting Persons' principal business address is 6900 Westcliff Drive, Suite 505, Las Vegas, Nevada 89128. (c) The Reporting Persons are citizens of the United States of America. (d) The class of securities being reported on hereunder is the Common Stock, par value $.001 per share, of AirTran (the "Common Stock"). (e) The CUSIP number of the Common Stock is 00949P108. ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b), CHECK WHETHER THE PERSON FILING IS A: Not Applicable. ITEM 4. OWNERSHIP (a) The Reporting Persons beneficially own 2,390,000 shares of which 155,000 shares may be acquired by Mr. Gallagher by exercise of presently exercisable options and of which 157,500 shares are owned by a trust under which the Reporting Persons' children are beneficiaries and over which the trustee thereof has voting and dispositive power. Due to the beneficial interest of the Reporting Persons' children in such trust, these 157,500 shares are reflected as shares subject to shared voting and dispositive power below. (b) Such shares represent 3.7% of AirTran Common Stock. (c) Of such shares: (i) 2,390,000 shares are subject to the Reporting Persons' sole power to vote (assuming the exercise of the options referred to above) with respect to which Maurice J. Gallagher, Jr., has sole voting power over 30,000 shares as trustee of -3- a trust for the benefit of his sisters and over 155,000 shares subject to the above-referenced options. (ii) 157,500 shares are subject to the Reporting Persons' shared power to vote; (iii) 2,390,000 shares are subject to the Reporting Persons' sole dispositive power (assuming the exercise of the options referred to above) with respect to which Maurice J. Gallagher, Jr. has sole dispositive power over 30,000 shares as trustee of a trust for the benefit of his sisters and over the 155,000 shares subject to the above-referenced options. (iv) 157,500 shares are subject to the Reporting Persons' shared dispositive power. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X]. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not Applicable. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not Applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP Not Applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not Applicable. ITEM 10. CERTIFICATION Not Applicable. -4- SIGNATURE After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. February 2, 1998 ---------------------------- Date /s/ Maurice J. Gallagher, Jr. ---------------------------- Maurice J. Gallagher, Jr. /s/ Marcia Gallagher ---------------------------- Marcia Gallagher -5- -----END PRIVACY-ENHANCED MESSAGE-----