CUSIP No. 835637109
|
Schedule 13D
|
Page 2 of 19
|
1
|
NAMES OF REPORTING PERSONS
Craig R. Stapleton
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
PF
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America.
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
263,687
|
|
8
|
SHARED VOTING POWER
448,636(1)
|
||
9
|
SOLE DISPOSITIVE POWER
263,687
|
||
10
|
SHARED DISPOSITIVE POWER
355,065
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
712,323 (1)(2)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
56.9%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
(1)
|
Includes 93,571 shares of Common Stock (as defined below) of the Company over which SAC (as defined below) has shared voting power with Leeward Capital, L.P. and Leeward Investments, LLC, pursuant to and to the extent provided in that certain Acquisition Support Agreement as further described in Item 6 herein. Mr. Craig R. Stapleton is the sole director and shareholder of SAC.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 3 of 19
|
(2)
|
Includes 263,687 shares beneficially owned directly by Mr. Stapleton and 355,065 shares held by the other persons who are filing this joint Schedule 13D and with whom Mr. Stapleton shares voting and dispositive powers.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 4 of 19
|
1
|
NAMES OF REPORTING PERSONS
Dorothy W. Stapleton
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
PF
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America.
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
112,958
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
112,958
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
112,958
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.0%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 5 of 19
|
1
|
NAMES OF REPORTING PERSONS
Walker R. Stapleton
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
PF/OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America.
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
127,410
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
127,410
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
127,410
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.2%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 6 of 19
|
1
|
NAMES OF REPORTING PERSONS
Wendy S. Reyes, Trustee, Separate Property Trust
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
PF/OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America.
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
98,298
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
98,298
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
98,298
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.9%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 7 of 19
|
1
|
NAMES OF REPORTING PERSONS
Benjamin F. Stapleton IV
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America.
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
2,766
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
2,766
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,766
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 8 of 19
|
1
|
NAMES OF REPORTING PERSONS
Trust FBO Benjamin F. Stapleton IV
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
1,033
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
1,033
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,033
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 9 of 19
|
1
|
NAMES OF REPORTING PERSONS
Sarah F. Stapleton
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
2,766
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
2,766
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,766
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 10 of 19
|
1
|
NAMES OF REPORTING PERSONS
Trust FBO Sarah F. Stapleton
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
1,033
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
1,033
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,033
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 11 of 19
|
1
|
NAMES OF REPORTING PERSONS
Trust FBO Katharine H. Stapleton
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Colorado
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
861
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
861
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
861
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 12 of 19
|
1
|
NAMES OF REPORTING PERSONS
Katharine H. Stapleton, Custodian for Karina Stapleton, UGMA
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
1,868
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
1,868
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,868
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 13 of 19
|
1
|
NAMES OF REPORTING PERSONS
Charles T. Schulze
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
PF
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
5,749
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
5,749
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,749
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 14 of 19
|
1
|
NAMES OF REPORTING PERSONS
Peter B. Schulze, Custodian for Isaiah Schulze, UGMA
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
323
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
323
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
323
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
*
|
See “Explanatory Note to Cover Pages” following the cover pages to this Statement.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 15 of 19
|
1
|
NAMES OF REPORTING PERSONS
Stapleton Acquisition Company
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) x
(b) x*
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
BK/AF
|
||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED o
PURSUANT TO ITEMS 2(d) or 2(e)
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America.
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|
8
|
SHARED VOTING POWER
695,924 (1)(2)
|
||
9
|
SOLE DISPOSITIVE POWER
|
||
10
|
SHARED DISPOSITIVE POWER
602,353 (1)
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
695,924 (1)(2)
|
||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
(See Instructions)
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
55.6%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
(1)
|
Includes 602,353 shares beneficially owned by Stapleton Acquisition Company (“SAC”) pursuant to those certain Contribution and Subscription Agreements entered into by and between SAC and each of Craig R. Stapleton, Dorothy W. Stapleton, Walker R. Stapleton and Wendy S. Reyes, as Trustee for Separate Property Trust, on February 18, 2011, pursuant to which each of the foregoing have agreed to contribute his or her shares of Common Stock to SAC. Mr. Craig Stapleton is the sole director and shareholder of SAC.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 16 of 19
|
(2)
|
Also includes 93,571 shares of Common Stock of the Company over which SAC has shared voting power with Leeward Capital, L.P. and Leeward Investments, LLC, pursuant to and to the extent provided in that certain Acquisition Support Agreement as further described in Item 6 herein.
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 17 of 19
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 18 of 19
|
Exhibit 20
|
Press release, dated April 1, 2011, issued by SAC
|
CUSIP No. 835637109
|
Schedule 13D
|
Page 19 of 19
|