ENNIS, INC. — Major Shareholding Notification 2004

Dec 6, 2004

SC 13G 1 a04-14129_4sc13g.htm SC 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G

*Under the Securities Exchange Act of 1934 (Amendment No. )**

Information to be included in Statements filed pursuant to Rules 13d-1(b), (c), and (d)

and Amendments thereto filed pursuant to Rule 13d-2(b)*

*ENNIS, INC.*

(Name of Issuer)

*Common Stock, $2.50 par value*

(Title of Class of Securities)

*293389102*

(CUSIP Number)

*November 19, 2004*

(Date of Event Which Requires Filing of this Statement)

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

| o | Rule
13d-1(b) |
| --- | --- |
| ý | Rule
13d-1(c) |
| o | 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).

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| CUSIP No. 293389102 — 1. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) John McLinden | |
| --- | --- | --- |
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | o |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 550,224 |
| | 6. | Shared Voting Power 0 |
| | 7. | Sole Dispositive Power 550,224 |
| | 8. | Shared
Dispositive Power 0 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,200,895 | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o | |
| 11. | Percent of Class Represented by Amount in Row (9) 8.7% | |
| 12. | Type of Reporting Person (See Instructions) IN | |

**SEE ITEM 4 OF THIS FILING**

2

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| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Barbara S. McLinden — Check the Appropriate Box if a Member of a Group (See Instructions) | |
| --- | --- | --- |
| | (a) | o |
| | (b) | o |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization United States | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 0 |
| | 6. | Shared Voting Power 1,650,671 |
| | 7. | Sole Dispositive Power 0 |
| | 8. | Shared
Dispositive Power 1,650,671 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,200,895 | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o | |
| 11. | Percent of Class Represented by Amount in Row (9) 8.7% | |
| 12. | Type of Reporting Person (See Instructions) IN | |

**SEE ITEM 4 OF THIS FILING**

3

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| 2. | Names of Reporting Persons. I.R.S. Identification Nos. of above
persons (entities only) Barbara S. McLinden Trust — Check the Appropriate Box if a Member of a Group (See Instructions) | |
| --- | --- | --- |
| | (a) | o |
| | (b) | o |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of Organization Illinois | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power 0 |
| | 6. | Shared Voting Power 1,650,671 |
| | 7. | Sole Dispositive Power 0 |
| | 8. | Shared
Dispositive Power 1,650,671 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,200,895 | |
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) o | |
| 11. | Percent of Class Represented by Amount in Row (9) 8.7% | |
| 12. | Type of Reporting Person (See Instructions) OO-Trust | |

**SEE ITEM 4 OF THIS FILING**

4

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| Item 1. | (a) | Name
of Issuer Ennis, Inc. | |
| --- | --- | --- | --- |
| | (b) | Address
of Issuer’s Principal Executive Offices 2441 Presidential Pkwy. Midlothian, Texas 75065 | |
| Item 2. | | | |
| | (a) | Name
of Person Filing John McLinden | |
| | (b) | Address
of Principal Business Office or, if none, Residence c/o Centrum Properties Inc. 225 West Hubbard Street Chicago, Illinois 60610 | |
| | (c) | Citizenship United States | |
| | (a) | Name
of Person Filing Barbara S. McLinden | |
| | (b) | Address
of Principal Business Office or, if none, Residence c/o Centrum Properties Inc. 225 West Hubbard Street Chicago, Illinois 60610 | |
| | (c) | Citizenship United States | |
| | (a) | Name
of Person Filing Barbara S. McLinden Trust | |
| | (b) | Address
of Principal Business Office or, if none, Residence c/o Centrum Properties Inc. 225 West Hubbard Street Chicago, Illinois 60610 | |
| | (c) | Citizenship | |
| | (d) | Title
of Class of Securities Common Stock, $2.50 par value. | |
| | (e) | CUSIP
Number 293389102 | |
| 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) | o | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| | (b) | o | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
| | (c) | o | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| | (d) | o | Investment
company registered under section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8). |
| | (e) | o | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| | (f) | o | An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F); |
| | (g) | o | A
parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G); |
| | (h) | o | A
savings associations as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813); |
| | (i) | o | 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) | o | Group,
in accordance with §240.13d-1(b)(1)(ii)(J). |
| | | Not
Applicable. | |

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Item 4.
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: Mr.
McLinden and Mrs. McLinden is each the beneficial owner of 2,200,895 shares
of the Issuer’s common stock, $2.50 par value. Mr. McLinden owns of record 538,028 shares
of the Issuer’s common stock, 19,993 of which shares are held in escrow pursuant
to a stock pledge and escrow agreement, dated November 19, 2004 (the “Escrow
Agreement”), among certain shareholders of Centrum Acquisition, Inc.
(“Centrum”), including Mr. McLinden, J.P. Morgan Trust Company, N.A. and the
Issuer. In addition, Mr. McLinden may,
under certain circumstances, purchase up to 12,196 shares of the Issuer’s
common stock pursuant to a restricted stock agreement (the “Restricted Stock
Agreement”), dated November 14, 2004 between Mr. McLinden, Arthur Slaven and
certain other shareholders of Centrum.
1,614,086 shares of the Issuer’s common stock are owned of record by
the Barbara S. McLinden Trust. Mrs.
McLinden is the trustee of the Barbara S. McLinden Trust. 59,980 of the shares of the Issuer’s common
stock owned by the Barbara S. McLinden Trust are held in escrow pursuant to
the Escrow Agreement. The Barbara S.
McLinden Trust may, under certain circumstances, purchase up to 36,585 shares
of the Issuer’s common stock pursuant to the Restricted Stock Agreement. Mr. McLinden has sole voting and
dispositive power with respect to 550,224 shares. Mrs. McLinden and the Barbara S. McLinden
Trust share voting and dispositive power with respect to 1,650,671 shares.
(b)	Percent
of class: As
of November 22, 2004, each of the Reporting Persons was the beneficial owner
of 8.7% of the Issuer’s outstanding common stock, $2.50 par value, based upon
25,412,699 shares of the Issuer’s common stock outstanding as of November 22,
2004, as disclosed in the Issuer’s Registration Statement on Form S-3 (File
No. 333-120752) filed on November 24, 2004.
(c)	Number
of shares as to which the person has:
	(i)	Sole
power to vote or to direct the vote Mr.
McLinden has sole power to vote or direct the vote of 550,224 shares of the
Issuer’s common stock.
	(ii)	Shared
power to vote or to direct the vote Mr.
McLinden does not have shared power to vote or to direct the vote of any
shares of the Issuer’s common stock.
	(iii)	Sole
power to dispose or to direct the disposition of Mr.
McLinden has sole power to dispose or direct the disposition of 550,224
shares of the Issuer’s common stock.
	(iv)	Shared
power to dispose or to direct the disposition of Mr.
McLinden does not have shared power to dispose or to direct the disposition
of any shares of the Issuer’s common stock.
	(i)	Sole
power to vote or to direct the vote Mrs.
McLinden does not have sole power to vote or direct the vote of any shares of
the Issuer’s common stock.
	(ii)	Shared
power to vote or to direct the vote Mrs.
McLinden has shared power to vote or to direct the vote of 1,650,671 shares
of the Issuer’s common stock.
	(iii)	Sole
power to dispose or to direct the disposition of Mrs.
McLinden does not have sole power to dispose or direct the disposition of any
shares of the Issuer’s common stock.
	(iv)	Shared
power to dispose or to direct the disposition of Mrs.
McLinden has shared power to dispose or to direct the disposition of
1,650,671 shares of the Issuer’s common stock.
	(i)	Sole
power to vote or to direct the vote The
Barbara S. McLinden Trust does not have sole power to vote or direct the vote
of any shares of the Issuer’s common stock.
	(ii)	Shared
power to vote or to direct the vote The
Barbara S. McLinden Trust has shared power to vote or to direct the vote of
1,650,671 shares of the Issuer’s common stock.
	(iii)	Sole
power to dispose or to direct the disposition of The
Barbara S. McLinden Trust does not have sole power to dispose or direct the
disposition of any shares of the Issuer’s common stock.
	(iv)	Shared
power to dispose or to direct the disposition of The
Barbara S. McLinden Trust has shared power to dispose or to direct the
disposition of 1,650,671 shares of the Issuer’s common stock.

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| 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 o . | |
| Not
Applicable. | |
| Item 6. | Ownership
of More than Five Percent on Behalf of Another Person |
| See
Item 4(a) above. | |
| Item 7. | Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or Control Person |
| 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 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. | |

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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.

November 29, 2004
Date
/s/ John McLinden
Signature
John McLinden
Individually
/s/ Barbara S. McLinden
Signature
Barbara S. McLinden
Individually and as Trustee of the Barbara S. McLinden Trust

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EXHIBIT INDEX

Exhibit No.	Description
1	Joint Filing
Agreement

9

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