-----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, Rz0lryU1gu0STW93XsP427zAHXjcpxoZ+OUuo9iOSJmofNQdskxJOdEL6IOj9Qe4 tEuc2KMikRVOp0uoUL4/Nw== 0000024240-07-000103.txt : 20071219 0000024240-07-000103.hdr.sgml : 20071219 20071219171146 ACCESSION NUMBER: 0000024240-07-000103 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071217 FILED AS OF DATE: 20071219 DATE AS OF CHANGE: 20071219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SIMMONS HAROLD C CENTRAL INDEX KEY: 0001037854 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31763 FILM NUMBER: 071316981 BUSINESS ADDRESS: BUSINESS PHONE: 9722331700 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTRE STREET 2: 5430 LBJ FREEWAY STE 1700 CITY: DALLAS STATE: TX ZIP: 75240-2697 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KRONOS WORLDWIDE INC CENTRAL INDEX KEY: 0001257640 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 760294959 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5430 LBJ FREEWAY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9722331700 MAIL ADDRESS: STREET 1: 5430 LBJ FREEWAY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: KRONOS INC DATE OF NAME CHANGE: 20030730 4 1 f4kro071217hcs_ex.xml X0202 4 2007-12-17 0 0001257640 KRONOS WORLDWIDE INC KRO 0001037854 SIMMONS HAROLD C THREE LINCOLN CENTRE 5430 LBJ FREEWAY STE 1700 DALLAS TX 75240-2697 1 1 1 0 Chairman of the Board & CEO Common Stock $0.01 par value 2007-12-17 4 P 0 2800 15.75 A 126867 D Common Stock $0.01 par value 2007-12-17 4 P 0 200 15.61 A 127067 D Common Stock $0.01 par value 2007-12-17 4 P 0 400 15.63 A 127467 D Common Stock $0.01 par value 2007-12-17 4 P 0 200 15.87 A 127667 D Common Stock $0.01 par value 2007-12-17 4 P 0 300 15.89 A 127967 D Common Stock $0.01 par value 2007-12-17 4 P 0 1400 16.00 A 129367 D Common Stock $0.01 par value 2007-12-17 4 P 0 5000 15.95 A 134367 D Common Stock $0.01 par value 28995021 I by Valhi Common Stock $0.01 par value 17516312 I by NL Common Stock $0.01 par value 5203 I by TFMC Common Stock $0.01 par value 36356 I by Spouse Directly held by Valhi, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing. Directly held by NL Industries, Inc. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing. Directly held by TIMET Finance Management Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing. Directly held by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these shares. Exhibit Index 99 Additional Information A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons 2007-12-19 EX-99 2 f4kro071217hcs.txt ADDITIONAL INFORMATION Exhibit 99 Additional Information Valhi, Inc. ("Valhi") and NL Industries, Inc. ("NL") are the holders of 59.2% and 35.8%, respectively, of the outstanding shares of common stock, par value $0.01 per share ("Common Stock"), of the issuer. Valhi and TIMET Finance Management Company ("TFMC") are the direct holders of approximately 83.1% and 0.5%, respectively, of the outstanding common stock of NL. Valhi Holding Company ("VHC"), the Harold Simmons Foundation, Inc. (the "Foundation"), the Contran Amended and Restated Deferred Compensation Trust (the "CDCT") and The Combined Master Retirement Trust (the "CMRT") are the direct holders of 92.5%, 0.9%, 0.4% and 0.1%, respectively, of the common stock of Valhi. Valhi Group, Inc. ("VGI"), National City Lines, Inc. ("National"), and Contran Corporation ("Contran") are the direct holders of approximately 88.6%, 10.4% and 1.0%, respectively, of the outstanding common stock of VHC. National, NOA, Inc. ("NOA") and Dixie Rice Agricultural Corporation, Inc. ("Dixie Rice") are the direct holders of approximately 73.3%, 11.4% and 15.3%, respectively, of the outstanding common stock of VGI. Contran and NOA are the direct holders of approximately 85.7% and 14.3%, respectively, of the outstanding common stock of National. Contran and Southwest Louisiana Land Company, Inc. ("Southwest") are the direct holders of approximately 49.9% and 50.1%, respectively, of the outstanding common stock of NOA. Contran is the holder of 100% of the outstanding common stock of Dixie Rice and Southwest. Substantially all of Contran's outstanding voting stock is held by trusts established for the benefit of certain children and grandchildren of Harold C. Simmons (the "Trusts"), of which Mr. Simmons is the sole trustee, or is held by Mr. Simmons or persons or entities related to Mr. Simmons. As sole trustee of the Trusts, Mr. Simmons has the power to vote and direct the disposition of the shares of Contran stock held by the Trusts. Mr. Simmons disclaims beneficial ownership of all Contran shares that the Trusts hold. Harold C. Simmons is the chairman of the board and chief executive officer of each of the issuer and NL and the chairman of the board of each of Valhi, VHC, VGI, National, NOA, Dixie Rice, Southwest and Contran. The Foundation directly holds approximately 0.9% of the outstanding shares of Valhi common stock. The Foundation is a tax-exempt foundation organized for charitable purposes. Harold C. Simmons is the chairman of the board of the Foundation. The CDCT directly holds approximately 0.4% of the outstanding shares of Valhi common stock. U.S. Bank National Association serves as the trustee of the CDCT. Contran established the CDCT as an irrevocable "rabbi trust" to assist Contran in meeting certain deferred compensation obligations that it owes to Harold C. Simmons. If the CDCT assets are insufficient to satisfy such obligations, Contran is obligated to satisfy the balance of such obligations as they come due. Pursuant to the terms of the CDCT, Contran (i) retains the power to vote the shares of Valhi common stock held directly by the CDCT, (ii) retains dispositive power over such shares and (iii) may be deemed the indirect beneficial owner of such shares. The CMRT directly holds approximately 0.1% of the outstanding shares of Valhi common stock. Contran sponsors the CMRT, which permits the collective investment by master trusts that maintain the assets of certain employee benefit plans Contran and related companies adopt. Harold C. Simmons is the sole trustee of the CMRT and a member of the trust investment committee for the CMRT. Contran's board of directors selects the trustee and members of the trust investment committee for the CMRT. Mr. Simmons is a participant in one or more of the employee benefit plans that invest through the CMRT. By virtue of the holding of the offices, the stock ownership and his services as trustee, all as described above, (a) Harold C. Simmons may be deemed to control such entities and (b) Mr. Simmons and certain of such entities may be deemed to possess indirect beneficial ownership of shares directly held by certain of such other entities. However, Mr. Simmons disclaims such beneficial ownership of the shares beneficially owned directly or indirectly by any of such entities, except to the extent of his vested beneficial interest, if any, in shares held by the CMRT and his interest as a beneficiary of the CDCT. Mr. Harold Simmons disclaims beneficial ownership of all shares of Common Stock that Valhi, NL or TFMC directly holds. Titanium Metals Corporation ("TIMET") directly owns 100% of the outstanding common stock of TFMC. VHC, Harold C. Simmons' spouse, the CMRT, Harold C. Simmons, NL, Valhi, the Foundation, the CDCT and Contran are the holders of approximately 26.5%, 11.6%, 8.4%, 3.8%, 0.8%, 0.5%, 0.2%, 0.1% and less than 0.1%, respectively, of the outstanding common stock of TIMET. NL's percentage ownership of TIMET common stock includes 0.3% directly held by a subsidary of NL. Harold C. Simmons is the chairman of the board of TIMET. Harold C. Simmons' spouse is the direct owner of 36,356 shares of Common Stock, 269,775 shares of NL common stock, 43,400 shares of Valhi common stock and 21,167,875 shares of TIMET common stock. Mr. Simmons may be deemed to share indirect beneficial ownership of such shares. Mr. Simmons disclaims all such beneficial ownership. Harold C. Simmons directly holds 134,367 shares of Common Stock, 617,200 shares of NL common stock, 3,383 shares of Valhi common stock and 6,894,239 shares of TIMET common stock. A trust, of which Harold C. Simmons and his spouse are trustees and the beneficiaries are the grandchildren of his spouse, is the direct holder of 36,500 shares of Valhi common stock and 17,432 of TIMET common stock. Mr. Simmons, as co-trustee of this trust, has the power to vote and direct the disposition of the shares of Valhi common stock the trust holds. Mr. Simmons disclaims beneficial ownership of any shares that this trust holds. NL and a subsidiary of NL directly own 3,522,967 and 1,186,200 shares of Valhi common stock, respectively. Pursuant to Delaware law, Valhi treats the shares of Valhi common stock that NL and the subsidiary of NL own as treasury stock for voting purposes. For the purposes of the percentage calculations herein, such shares are not deemed outstanding. -----END PRIVACY-ENHANCED MESSAGE-----