CALERES INC — Major Shareholding Notification 2010

Feb 12, 2010

SC 13G 1 brown-13g.htm FORM 13G Unassociated Document Licensed to: Security Benefit Document Created using EDGARizer 5.1.3.0 Copyright 1995 - 2009 Thomson Reuters. All rights reserved.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. Initial )*

| Brown
Shoe Company, Inc. |
| --- |
| (Name
of Issuer) |
| Common |
| (Title
of Class of Securities) |
| 115736100 |
| (CUSIP
Number) |
| December
31, 2009 |
| (Date
of Event Which Requires Filing of this
Statement) |

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[X] Rule 13d-1(b)

[ ] Rule 13d-1(c)

[ ] Rule 13d-1(d)

• 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 the disclosures provided in a prior cover page.

The information required in 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).

| CUSIP
No. 115736100 | |
| --- | --- |
| 1. Names of Reporting Persons. | Security
Investors, LLC |
| I.R.S.
Identification Nos. of above persons
(entities only). | 48-1183041 |

1. Check the Appropriate Box if a Member of a Group (See Instructions) (a) [] (b) [] Not Applicable [X]

| 3. SEC Use Only — 4. Citizenship or Place of
Organization | | A
limited liability company organized under
the laws of the State of Kansas. |
| --- | --- | --- |
| Number of Shares
Beneficially Owned by
Each Reporting
Person With | 5. Sole Voting Power | 2,206,123 |
| | 6. Shared Voting Power | -0- |
| | 7. Sole Dispositive Power | 2,206,123 |
| | 8. Shared Dispositive Power | -0- |
| 9. Aggregate
Amount Beneficially Owned by Each Reporting Person | | 2,206,123 |
| 10. Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) | | Not
applicable |
| 11. Percent
of Class Represented by Amount in Row (9) | | 5.15% |
| 12. Type
of Reporting Person (See Instructions) | | IA |

ITEM 1

| (a) | Name
of Issuer: |
| --- | --- |
| | Brown
Shoe Company, Inc. |
| (b) | Address
of Issuer’s Principal Executive Offices: |
| | 8300
Maryland Avenue, St. Louis, Missouri
63105 |

ITEM 2

| ( a) | Name
of Person Filing: |
| --- | --- |
| | Security
Investors, LLC |
| (b) | Address
of Principal Business Office or, if none, Residence: |
| | One
Security Benefit Place, Topeka, Kansas 66636-0001 |
| (c) | Citizenship: |
| | Security
Investors, LLC is a Kansas limited liability company. |
| (d) | Title
of Class of Securities: |
| | Common
Stock |
| (e) | CUSIP
Number: |
| | 115736100 |

ITEM 3 If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

| (a) | [] | Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o). |
| --- | --- | --- |
| (b) | [] | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c). |
| (c) | [] | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c). |
| (d) | [] | Investment
company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8). |
| (e) | [X] | An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E); |
| (f) | [] | An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F); |
| (g) | [] | A
parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G); |
| (h) | [] | A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813); |
| (i) | [] | A
church plan that is excluded from the definition of an investment company
under section 3(c)(14) of the Investment Company Act of 1940
(15 U.S.C. 80a-3); |
| (j) | [_] | Group,
in accordance with
§240.13d-1(b)(1)(ii)(J). |

ITEM 4 Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

| ( a) | Amount
beneficially owned: | | |
| --- | --- | --- | --- |
| | As of December 31,
2009, Security Investors, LLC has the sole power to direct the vote and to
dispose of 2,206,123 shares of Brown Shoe Company, Inc. common stock of a
total of 42,871,596 shares outstanding.** | | |
| (b) | Percent
of class: | | |
| | 5.15%
of the common stock | | |
| (c) | Number
of shares as to which the person has: | | |
| | (i) | Sole power to
vote or direct the vote: | 2,206,123 |
| | (ii) | Shared
power to vote or direct the vote: | Not
applicable |
| | (iii) | Sole
power to dispose or direct the disposition of: | 2,206,123 |
| | (iv) | Shared
power to dispose or direct the disposition of: | Not
applicable |
| ** | This
report is being filed on behalf of Security Investors, LLC (“SI”), a
Kansas limited liability company, and/or certain investment advisory
clients relating to their collective beneficial ownership of shares of
common stock of the Issuer. SI is a registered investment
adviser under Section 203 of the Investment Advisers Act of
1940. As a result of its role as investment adviser, SI may be
deemed to be the beneficial owner of the securities of the Issuer for
purposes of §13(d) and 13(g) of the Securities Exchange Act of
1934. SI has the sole power to dispose of the
shares. | | |

ITEM 5 Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [_].

ITEM 6 Ownership of More Than Five percent on Behalf of Another Person.

Certain advisory clients of Security Investors, LLC have the right to receive or the power to direct the receipt of dividends from or the profits from the sale of such securities.

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.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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
12, 2010 |
| --- |
| BRENDA
M. HARWOOD |
| Brenda
M. Harwood Vice
President & Chief Compliance
Officer |