-----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, LakDIijdTfPizr9wJbcKaVcPYkN3WLLwtA5zmYw70ehxHuV4XUdN3BBRjCTiRCuM xJbVj96XXFfyTXdcOZFImw== 0000003327-97-000009.txt : 19970313 0000003327-97-000009.hdr.sgml : 19970313 ACCESSION NUMBER: 0000003327-97-000009 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970312 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALBERTO CULVER CO CENTRAL INDEX KEY: 0000003327 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 362257936 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-10375 FILM NUMBER: 97554943 BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVE CITY: MELROSE PARK STATE: IL ZIP: 60160 BUSINESS PHONE: 7084503039 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BERNICK CAROL L CENTRAL INDEX KEY: 0000904530 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 BUSINESS PHONE: 708-450-3051 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 FORMER COMPANY: FORMER CONFORMED NAME: BERNICK CAROL L/LEONARD H LAVIN GRANTOR ANNUITY TRUST ET AL DATE OF NAME CHANGE: 19930513 SC 13D/A 1 SCHEDULE 13D AMEND. NO. 6 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 6 )* ALBERTO-CULVER COMPANY (Name of Issuer) CLASS B COMMON STOCK, $.22 PAR VALUE PER SHARE (Title of Class of Securities) 013068101 (CUSIP Number) Marshall E. Eisenberg Carol L. Bernick NEAL GERBER & EISENBERG 2525 Armitage Avenue Two North LaSalle Street, Suite 2200 Melrose Park, IL 60160 Chicago, Illinois 60602 (708) 450-3051 (312) 269-8000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 23, 1997 (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box . Check the following box if a fee is being paid with the statement . (A fee is not required only if the reporting 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.) Note: Six copies of this Statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) 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 disclosure provided in a prior cover page. The information required on 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). (Continued on following page(s)) Page 1 of 5 Pages - -------------------- ----------------------- CUSIP NO. 013068101 13D Page 2 of 5 Pages - -------------------- -------------------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON CAROL L. BERNICK - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS * Not applicable - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 1,275,694 NUMBER OF SHARES ------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 703,364 REPORTING PERSON ------------------------------------------------- WITH 9 SOLE DISPOSITIVE POWER 1,275,694 ------------------------------------------------- 10 SHARED DISPOSITIVE POWER 703,364 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,979,058 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Excluded are 300,000 shares held directly by Bernick's spouse. Bernick has no beneficial interest in such shares and beneficial ownership of them is disclaimed. X - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 11.80% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON * IN - -------------------------------------------------------------------------------- * SEE INSTRUCTIONS BEFORE FILLING OUT! - -------------------- ----------------------- CUSIP NO. 013068101 13D Page 3 of 5 Pages - -------------------- -------------------- Item 1. Security and Issuer. Title of Class of Securities: Class B Common Stock, $.22 par value per share ("shares" or "Class B shares") Name and Address of Issuer: Alberto-Culver Company (the "Company") 2525 Armitage Avenue Melrose Park, IL 60160 Item 2. Identity and Background. (a) Name of Person Filing: Carol L. Bernick ("Bernick") (b) Address: Carol L. Bernick 2525 Armitage Avenue Melrose Park, IL 60160 (c) Principal Business: Bernick, an individual, is a Director and Executive Vice-President and Assistant Secretary of the Company and the President of Alberto-Culver USA, Inc., a subsidiary of the Company. (d) Prior Criminal Convictions: None (e) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None (f) Place of Organization: U.S. Citizen Item 3. Source and Amount of Funds or Other Consideration. On January 23, 1997, Bernick, as co-trustee of the LHL January 1995 Grantor Annuity Trust, u/a/d 1/3/95, fbo Leonard H. Lavin, Bernick's father ("Mr. Lavin"), transferred 109,030, 109,030 and 109,030 Class B shares to herself as trustee or co-trustee of the KSL GRAT Trust, u/a/d 9/15/93, fbo her sister (the "KSL Trust"), the SJL GRAT Trust, u/a/d 9/15/93, fbo her brother ("the SJL Trust"), and the CLB GRAT Trust, u/a/d 9/15/93, fbo herself (the "CLB Trust"), respectively. Also, on January 23, 1997, Bernick, as co-trustee of the BEL January 1995 Grantor Annuity Trust, u/a/d 1/3/95, fbo Bernice E. Lavin, Bernick's mother ("Mrs. Lavin"), transferred 109,030, 109,030 and 109,030 Class B shares to herself as trustee or co-trustee of the KSL Trust, SJL Trust and CLB Trust, respectively. On November 21, 1996, Bernick as trustee or co-trustee of the KSL Trust, SJL Trust and CLB Trust acquired from the Leonard H. Lavin Trust, u/a/d 12/18/87, fbo Mr. Lavin (the "December Trust"), 571, 571 and 571 Class B shares, respectively, at $47.9375 per share. On September 24, 1996, Bernick as trustee or co-trustee of the CLB Trust, KSL Trust and SJL Trust acquired from the December Trust 625, 356 and 356 Class B shares, respectively, at $43.6875 per share, . Item 4. Purpose of Transaction. Transfers of securities were for the Lavin family's estate planning rather than corporate purposes. The transfers were not undertaken for purposes of effecting any of the actions listed in this item. - -------------------- ----------------------- CUSIP NO. 013068101 13D Page 4 of 5 Pages - -------------------- -------------------- Item 5. Interest in Securities of the Issuer. (a) (i) Amount Beneficially Owned: 1,979,058 shares total: 180,104 shares directly; 523,064 shares held as co-trustee of the CLB Trust; 522,795 shares held as trustee of the SJL Trust; 522,795 shares held as trustee of the KSL Trust; 50,000 shares as trustee of the Lavin Survivorship Trust; 150,300 shares held as co-trustee of a trust for Bernick's benefit; and 30,000 shares held by Lavin Family Foundation, a charitable foundation of which Bernick is a Director and Vice President. (ii) Percentage of Class: 11.80% total: 1.07% directly; 3.12% as co-trustee of the CLB Trust; 3.12% as trustee of the SJL Trust; 3.12% as trustee of the KSL Trust; .3% as trustee of the Lavin Survivorship Trust; .9% as co-trustee of a trust for Bernick's benefit; and .2% as a Director and Vice President of Lavin Family Foundation; based upon 16,766,240 Class B shares outstanding as of January 23, 1997). (b) Number of Shares as to Which Bernick Has: (i) Sole power to vote: 1,275,694 (ii) Shared power to vote: 703,364(1) (iii) Sole power to dispose: 1,275,694 (iv) Shared power to dispose 703,364(1) (1) Bernick shares the power to vote and dispose of the shares in the CLB Trust with Marshall E. Eisenberg. Bernick also shares the power to vote and dispose of the 30,000 shares held by Lavin Family Foundation with Mr. Lavin and Mrs. Lavin. Bernick, in her capacity as co-trustee of a trust for her benefit, shares the power to vote and dispose of 150,300 shares held by such trust with Mrs. Lavin. Certain information regarding Mr. Lavin, Mrs. Lavin and Mr. Eisenberg is presented below: (i) Name of Person: (1) Leonard H. Lavin (2) Bernice E. Lavin (3) Marshall E. Eisenberg (ii) Address: (1), (2) 2525 Armitage Avenue Melrose Park, Illinois 60160 (3) Neal, Gerber & Eisenberg Two North LaSalle St., Suite 2200 Chicago, IL 60602 (iii) Principal Business: (1) Leonard H. Lavin, an individual, is a Director and the Chairman of the Company (2) Bernice E. Lavin, an individual, is a Director and the Vice Chairman, Secretary and Treasurer of the Company (3) Marshall E. Eisenberg is an attorney and a partner at the law firm, Neal, Gerber & Eisenberg, Chicago, Illinois (iv) Prior Criminal Convictions: None. - -------------------- ----------------------- CUSIP NO. 013068101 13D Page 5 of 5 Pages - -------------------- -------------------- (v) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None. (vi) Place of Organization: U.S. Citizen. The foregoing does not reflect 50,100, 80,918 and 271,244 shares of Class A Common Stock of the Company owned by Bernick and Mrs. Lavin as co-trustees of a trust for Bernick's benefit, Bernick individually, and Lavin Family Foundation, respectively. Also excluded are 300,000 shares and 180,000 shares of Class A Common Stock held directly by Bernick's spouse and 25,000 shares of Class A Common Stock held by the Howard and Carol Bernick Family Foundation. Bernick has no beneficial interest in such shares owned by her spouse and beneficial ownership of them is disclaimed. (c) None, except as reported in Item 3 above. (d) None. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. None. 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: March 10, 1997 Signature: /s/ Carol L. Bernick Name/Title: Carol L. Bernick, Individually, and as trustee or co-trustee of various trusts for her benefit or the benefit of her siblings. -----END PRIVACY-ENHANCED MESSAGE-----