FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/09/2004 |
3. Issuer Name and Ticker or Trading Symbol
DIXON TICONDEROGA CO [ DXT ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Option(1) | 01/09/2004(1) | 08/10/2004(1) | Common Stock | 440,000 | $5 | D |
Explanation of Responses: |
1. The Reporting Person intends to explore a potential acquisition of the Issuer by the Reporting Person, which may be accomplished by means of a merger, tender offer or otherwise. On January 9, 2004, the Reporting Person and Gino N. Pala, the Issuer's Chairman and Co-CEO, entered into the Option Agreement. Pursuant to the Option Agreement, among other things, Mr. Pala granted to the Reporting Person an option (the "Option") to acquire 440,000 shares of common stock of the Issuer at an exercise price of $5.00 per share. In general, the Option will be exercisable during the period commencing on the date of the Option Agreement and expiring six months following the Termination Date, so long as the Issuer has entered into a definitive agreement relating to an acquisition of the Issuer during that period. |
/s/ Desiree DeStefano, Senior Vice President | 01/20/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |