0001471262-13-000001.txt : 20130514 0001471262-13-000001.hdr.sgml : 20130514 20130514195954 ACCESSION NUMBER: 0001471262-13-000001 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121231 FILED AS OF DATE: 20130514 DATE AS OF CHANGE: 20130514 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Seaberg Karen CENTRAL INDEX KEY: 0001471262 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 000-17196 FILM NUMBER: 13843417 MAIL ADDRESS: STREET 1: 20073 266TH ROAD CITY: ATCHISON STATE: KS ZIP: 66002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MGP INGREDIENTS INC CENTRAL INDEX KEY: 0000835011 STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040] IRS NUMBER: 480531200 STATE OF INCORPORATION: KS FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1300 MAIN ST CITY: ATCHISON STATE: KS ZIP: 66002 BUSINESS PHONE: 9133671480 MAIL ADDRESS: STREET 1: 1300 MAIN STREET CITY: ATCHISON STATE: KS ZIP: 66002 FORMER COMPANY: FORMER CONFORMED NAME: MIDWEST GRAIN PRODUCTS INC DATE OF NAME CHANGE: 19920703 5 1 primary_doc.xml PRIMARY DOCUMENT X0306 5 2012-12-31 0 0 1 0000835011 MGP INGREDIENTS INC MGPI 0001471262 Seaberg Karen 20073 266TH ROAD ATCHISON KS 66002 1 0 1 0 Common Stock 2012-12-12 4 S 0 L 3910 3.41 D 223740 I by trust Common Stock 2012-12-12 4 J 0 L 9000 0 D 214740 I by trust Common Stock 2012-12-25 4 G 0 L 40621 0 D 174119 I by trust Common Stock 2012-12-25 4 G 0 L 600 0 A 174719 I by trust Common Stock 2012-12-25 4 G 0 L 600 0 A 864852 I by spouse's trust Common Stock 2012-12-12 4 J 0 L 12910 0 A 22279 D Common Stock 2012-12-12 4 J 0 L 5090 0 A 27369 D Common Stock 2012-12-30 4 J 0 L 18000 0 D 9369 D Common Stock 2012-12-30 4 J 0 L 2573967 0 A 2583336 D Common Stock 23005 I by ESPP Commmon Stock 120000 I By spouse's trust Preferred Stock 223 I By MGPI Voting Trust Preferred Stock 71 I by spouse On 12/12/2012 the Reporting Person contributed 9,000 shares to Cray Family Management LLC (the "LLC") from her revocable trust. Other members contributed 3,910 shares on 12/12/2012 and 5,090 shares on 12/21/2012, together with $30,292 in cash.The Reporting person is manager of the LLC and has a 1/3 interest in the LLC. As such, she may be deemed to have acquired an indirect pecuniary interest in 1/3 of the shares contributed by all members to the LLC, or 4,303 shares on 12/12/2012 and 1,697 shares on 12/21/2012. As permitted by Instruction 4(b)(iv) to Form 5, the Reporting Person is reporting the entire amount of the holdings of the LLC acquired as of such dates (12,910 on 12/12/2012 and 5,090 on 12/21/2012), but disclaims beneficial ownership of the shares owned by the LLC, except to the extent of her pecuniary interest in such shares. These shares were gifted to family members. These share were a gift from a family member. Includes 9,369 shares previously reported as owned directly. On 12/30/2012 the LLC contributed 18,000 shares and $27,518 in cash to Cray MGP Holdings LP (the "LP") in exchange for a 1% limited partnership interest. After the contribution, the LP owned of record 2,573,967 shares of common stock. The LLC is general partner of the LP with a 1% interest, and may be deemed to beneficially own 25,739 of these shares. As manager of the LLC, the Reporting Person may be deemed to have disposed of 1/3 of the shares contributed by the LLC, or 6,000 shares, and may be deemed to have acquired an indirect beneficial interest in 8,579 shares, representing 1/3 of the 25,739 shares deemed beneficially owned by the LLC. As permitted by Instruction 4(b)(iv) to Form 5, the Reporting Person is reporting the entire amount of the contribution by the LLC to and the holdings of the LP. The Reporting Person disclaims beneficial ownership of all shares held or beneficially owned by the LLC and the LP, except to the extent of her pecuniary interest in such shares. The Reporting Person and her spouse are 2 of 3 trustees of the Voting Trust. Carl W. Struby, by power of attorney 2012-05-14 EX-24 2 poa.txt POWER OF ATTORNEY POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned hereby constitutes and appoints Carl W. Struby as its true and lawful attorney-in-fact and agent and in its name, place and stead, to sign and file a Form ID Application and any or all reports on Form 3, Form 4, Form 5, Schedule 13-D, Schedule 13-0, and Form 144), and any amendments thereto, required or permitted to be filed or signed by it under the Securities and Exchange Act of 1934, as amended, or the Securities Act of 1933, and to file the same, with all documents required or permitted to be filed in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises as fully to all intents and purposes it might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent may lawfully do or cause to be done by virtue hereof. Dated: May 7, 2013 Cray Family Management LLC By: /s/ Karen Seaberg, Sole Manager Cray MGP Holdings LP By: Cray Family Management LLC, General Partner By: /s/ Karen Seaberg, Sole Manager