-----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, UWH9WB7Zk8FDiED86CqiC6l05d5C30ep44W0EDVONnFDlSxS8eBMuiIt81jPB9v9 S3dzK1aRNYJCqhBDqFgftQ== 0000895755-98-000014.txt : 19980211 0000895755-98-000014.hdr.sgml : 19980211 ACCESSION NUMBER: 0000895755-98-000014 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980210 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VARI L CO INC CENTRAL INDEX KEY: 0000917173 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 060678347 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-44019 FILM NUMBER: 98527125 BUSINESS ADDRESS: STREET 1: 11101 E 51ST AVE CITY: DENVER STATE: CO ZIP: 80239 BUSINESS PHONE: 3033711560 MAIL ADDRESS: STREET 1: 11101 EAST 51ST AVENUE CITY: DENVER STATE: CO ZIP: 80239 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KISER JOSEPH H CENTRAL INDEX KEY: 0000939349 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 047283912 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: VARI L CO INC STREET 2: 11101 EAST 51ST ST CITY: DENVER STATE: CO ZIP: 80239 BUSINESS PHONE: 3033711560 MAIL ADDRESS: STREET 1: VARI L CO INC STREET 2: 11101 EAST 51ST ST CITY: DENVER STATE: CO ZIP: 80239 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) Vari-L Company, Inc. (Name of Issuer) Common Stock, $.01 par value) (Title of Class of Securities) 922150 10 7 (CUSIP Number) 1) Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Joseph H. Kiser 2) Check the Appropriate Box if a Member of a Group* Not Applicable (a) (b) 3) SEC USE ONLY 4) Citizenship or Place of Organization U.S. Number of Shares 5) Sole Voting Power 589,043 Beneficially Owned 6) Shared Voting Power 116,800 By Each Reporting 7) Sole Dispositive Power 589,043 Person With 8) Shared Dispositive Power 116,800 9) Aggregate Amount Beneficially Owned by Each Reporting Person 705,843 10) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares Not Applicable 11) Percent of Class Represented by Amount in Row (11) 13.0% 12) Type of Reporting Person IN 1) Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Nora L. Kiser 2) Check the Appropriate Box if a Member of a Group* Not Applicable (a) (b) 3) SEC USE ONLY 4) Citizenship or Place of Organization U.S. Number of Shares 5) Sole Voting Power 116,800 Beneficially Owned 6) Shared Voting Power 0 By Each Reporting 7) Sole Dispositive Power 116,800 Person With 8) Shared Dispositive Power 0 9) Aggregate Amount Beneficially Owned by Each Reporting Person 116,800 10) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 11) Percent of Class Represented by Amount in Row (11) 2.3% 12) Type of Reporting Person IN AMENDMENT NO. 3 TO SCHEDULE 13G FOR JOSEPH H. KISER AND NORA L. KISER Item 1(a) Name of Issuer: Vari-L Company, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: 4895 Peoria Street, Denver, Colorado 80239 Item 2(a) Name of Person Filing: Joseph H. Kiser and Nora L. Kiser. Item 2(b) Address of Principal Business Office or, if None, Residence: The address of the principal business office of Mr. Kiser is 4895 Peoria Street, Denver, Colorado 80239. Mrs. Kiser's residence address is 4873 S. Crystal Street, Aurora, Colorado 80015. Item 2(c) Citizenship: Mr. Kiser is a United States Citizen. Mrs. Kiser is a United States Citizen. Item 2(d) Title of Class of Securities: Common Stock, $.01 par value. Item 2(e) CUSIP Number: 922150-10-7 Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Securities Exchange Act of 1934 (the "Act"). (b) [ ] Bank as defined in Section 3(a)(6) of the Act. (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act. (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940. (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940. (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F) of the Act. (g) [ ] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G) of the Act. (h) [ ] Group, in accordance with Rule 13d- 1(b)(1)(ii)(H) of the Act. Not applicable. Item 4 Ownership. (a) Amount Beneficially Owned: Mr. Kiser is the sole beneficial owner of 589,043 shares of Common Stock as of December 31, 1997 Includes 250,00 shares issuable to Mr. Kiser upon the exercise of outstanding stock options exercisable on December 31, 1997, or within 60 days thereafter. Also includes 116,800 shares beneficially owned by Mr. Kiser by virtue of his acting as co-trustee with Mrs. Kiser pursuant to certain trust agreements and 131,063 shares beneficially owned by Mr. Kiser by virtue of his acting as the sole trustee pursuant to certain other trust agreements. Mrs. Kiser is the beneficial owner of 116,800 shares of Common Stock as of December 31, 1997. All of such shares are beneficially owned by Mrs. Kiser by virtue of her acting as co-trustee with Mr. Kiser pursuant to certain trust agreements. (b) Percent of Class: Mr. Kiser shares represent 13.0% of the shares of Common Stock outstanding (based on the 5,185,588 shares of Common Stock reported to be outstanding on September 30, 1997 in the Vari-L Company, Inc. Quarterly Report on Form 10-QSB for the fiscal quarter ended September 30, 1997.) Mrs. Kiser shares represent 2.3% of the shares of Common Stock outstanding (based on the 5,185,588 shares of Common Stock reported to be outstanding on September 30, 1997 in the Vari-L Company, Inc. Quarterly Report on Form 10-QSB for the fiscal quarter ended September 30, 1997.) (c) Number of shares as to which Mr. Kiser has: (i) sole power to vote or to direct the vote: 589,043 shares. (ii) shared power to vote or to direct the vote: 116,800 shares. (iii) sole power to dispose or to direct the disposition of: 589,043 shares. (iv) shared power to dispose or to direct the disposition of: 116,800 shares. Number of shares as to which Mrs. Kiser has: (i) sole power to vote or to direct the vote: -0- shares. (ii) shared power to vote or to direct the vote: 116,800 shares. (iii) sole power to dispose or to direct the disposition of: -0- shares. (iv) shared power to dispose or to direct the disposition of: 116,800 shares. Item 5 Ownership of Five Percent or Less of a Class. Mr. Kiser continues to beneficially own more than five percent of the Common Stock. Mrs. Kiser is not a beneficial owner of more than five percent of the Common Stock. Item 6 Ownership of More than Five Percent on Behalf of Another Person. Not applicable. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not applicable. Item 8 Identification and Classification of Members of the Group. Not applicable. Item 9 Notice of Dissolution of Group. Not applicable. Item 10 Certification. Not applicable. Not filed pursuant to Rule 13d-1(b). SIGNATURE 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. Dated: February 9, 1998 /s/Joseph H.Kiser Joseph H. Kiser Dated: February 9, 1998 /s/Nora L. Kiser Nora L. Kiser -----END PRIVACY-ENHANCED MESSAGE-----