0000059255-12-000304.txt : 20121218
0000059255-12-000304.hdr.sgml : 20121218
20121218183729
ACCESSION NUMBER: 0000059255-12-000304
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20121218
FILED AS OF DATE: 20121218
DATE AS OF CHANGE: 20121218
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: 333-48391
FILM NUMBER: 121272633
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: VALHI INC /DE/
CENTRAL INDEX KEY: 0000059255
STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810]
IRS NUMBER: 870110150
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5430 LBJ FRWY
STREET 2: STE 1700
CITY: DALLAS
STATE: TX
ZIP: 75240
BUSINESS PHONE: 9722331700
MAIL ADDRESS:
STREET 1: THREE LINCOLN CENTER
STREET 2: 5430 LBJ FREEWAY SUITE 1700
CITY: DALLAS
STATE: TX
ZIP: 75240
FORMER COMPANY:
FORMER CONFORMED NAME: LLC CORP
DATE OF NAME CHANGE: 19870329
FORMER COMPANY:
FORMER CONFORMED NAME: LIBERTY LOAN CORP
DATE OF NAME CHANGE: 19800414
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2012-12-18
0000059255
VALHI INC /DE/
VHI
0001037854
SIMMONS HAROLD C
5430 LBJ FREEWAY, SUITE 1700
DALLAS
TX
75240
1
1
1
0
Chairman of the Board
Common stock, $0.01 par value per share
2012-12-18
4
P
0
2000
12.35
A
1752563
D
Common stock, $0.01 par value per share
818514
I
By spouse
Common stock, $0.01 par value per share
314033148
I
by VHC
Common stock, $0.01 par value per share
6367017
I
by TFMC
Common stock, $0.01 par value per share
1100541
I
by CDCT
Common stock, $0.01 par value per share
77745
I
by Contran
Directly held by the reporting person's spouse. The reporting person disclaims beneficial ownership of any shares of the issuer's common stock that his spouse holds.
Directly held by Valhi Holding Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person.
Directly held by TIMET Finance Management Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person.
Directly held by the Contran Amended and Restated Deferred Compensation Trust. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person.
Directly held by Contran Corporation. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship to the reporting person.
Exhibit Index:
Exhibit 99 - Additional Information
A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons
2012-12-18
EX-99
2
f4vhi121218hcs.txt
EXHIBIT 99 ADDITIONAL INFORMATION
f4vhi121218hcs
Exhibit 99
Additional Information
The following persons directly hold the following percentages of the
outstanding shares of common stock of the issuer, Valhi, Inc. ("Valhi"):
Valhi Holding Company ("VHC")................................92.6%
TIMET Finance Management Company ("TFMC").....................1.9%
Harold Simmons Foundation, Inc. (the "Foundation")............0.7%
Harold C. Simmons.............................................0.5%
Contran Amended and Restated Deferred Compensation
Trust ("CDCT")..............................................0.3%
Annette C. Simmons............................................0.2%
The Combined Master Retirement Trust ("CMRT").................0.1%
The Annette Simmons Grandchildren's Trust
(the "Grandchildren's Trust") ....................less than 0.1%
Contran Corporation ("Contran").....................less than 0.1%
Titanium Metals Corporation ("TIMET") is the sole stockholder of TFMC.
The following persons directly hold the following percentages of the
outstanding shares of common stock of Kronos Worldwide, Inc. ("Kronos"):
Valhi........................................................50.0%
NL Industries, Inc. ("NL")...................................30.4%
Annette C. Simmons............................................0.8%
Harold C. Simmons.............................................0.7%
TFMC..........................................................0.3%
Contran.............................................less than 0.1%
The following persons directly hold the following percentages of the
outstanding shares of common stock of TIMET:
VHC..........................................................23.9%
Annette C. Simmons...........................................12.5%
CMRT..........................................................8.8%
Harold C. Simmons.............................................3.2%
Kronos........................................................2.4%
Contran.......................................................1.9%
NL............................................................0.8%
Valhi.........................................................0.5%
Grandchildren's Trust...............................less than 0.1%
NL's percentage ownership of TIMET common stock includes 0.3% directly
held by a subsidiary of NL.
The following persons directly hold the following percentages of the
outstanding shares of common stock of NL:
Valhi........................................................83.0%
Harold C. Simmons.............................................2.2%
Annette C. Simmons............................................0.9%
TFMC..........................................................0.5%
Kronos..............................................less than 0.1%
Dixie Rice Agricultural Corporation, Inc. ("Dixie Rice") is the
direct holder of 100% of the outstanding shares of common stock of VHC.
Contran is the holder of 100% of the outstanding shares of common stock
of Dixie Rice.
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 other entities related
to Mr. Simmons. As sole trustee of each of the Trusts, Mr. Simmons has
the power to vote and direct the disposition of the shares of Contran
stock held by each of the Trusts. Mr. Simmons, however, disclaims
beneficial ownership of any shares of Contran stock that the Trusts hold.
The Foundation is a tax-exempt foundation organized for charitable
purposes. Harold C. Simmons is the chairman of the board of the
Foundation and may be deemed to control the Foundation.
Contran sponsors the CMRT as a trust to permit the collective
investment by master trusts that maintain the assets of certain employee
benefit plans Contran and related companies adopt. Mr. Simmons is the
sole trustee of the CMRT and a member 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.
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 the issuer's 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.
Mr. Harold C. Simmons is chairman of the board of Kronos, Valhi,
TIMET, VHC, Dixie Rice and Contran, and chairman of the board and chief
executive officer of NL.
By virtue of the offices held, the stock ownership and his services
as trustee, all as described above, (a) Mr. Simmons may be deemed to
control certain of such entities and (b) Mr. Simmons and certain of such
entities may be deemed to possess indirect beneficial ownership of, and a
pecuniary interest in, shares of common stock directly held by certain of
such other entities. However, Mr. Simmons disclaims such beneficial
ownership of, and such pecuniary interest in, such shares beneficially
owned, directly or indirectly, by any of such entities, except to the
extent of his vested beneficial interest, if any, in the shares the CDCT
and the CMRT hold directly.
The reporting person understands that NL, a subsidiary of NL and
Kronos directly own 10,814,370 shares, 3,558,600 shares and 1,724,916
shares, respectively, of Valhi common stock as of the date of this
statement. As already stated, Valhi is the direct holder of approximately
83.0% of the outstanding shares of common stock of NL and 50.0% of the
outstanding shares of Kronos common stock. As a result of Valhi's direct
and indirect ownership of NL, its subsidiary and Kronos, the reporting
person further understands that, pursuant to Delaware law, Valhi treats
the shares of Valhi common stock that NL, its subsidiary and Kronos own
as treasury stock for voting purposes. For the purposes of this
statement, such shares of Valhi common stock that NL, its
subsidiary and Kronos hold directly are not deemed outstanding.
Annette C. Simmons is the wife of Harold C. Simmons. Mr. Simmons
may be deemed to share indirect beneficial ownership of the shares that
his wife holds directly. Mr. Simmons disclaims beneficial ownership of
all securities that his wife holds directly. Mrs. Simmons disclaims
beneficial ownership of all shares she does not hold directly.
The Grandchildren's Trust is a trust of which Harold C. Simmons and
his wife are trustees and the beneficiaries are the grandchildren of his
wife. 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.