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ENNIS, INC. — Major Shareholding Notification 2005
Feb 15, 2005
32887_mrq_2005-02-15_cceae591-7cf8-4005-aa63-b071a936b4f0.zip
Major Shareholding Notification
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SC 13G/A 1 a05-3629_3sc13ga.htm SC 13G/A
| UNITED STATES |
|---|
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| SCHEDULE 13G/A |
*Under the Securities Exchange Act of 1934 (Amendment No. 1)**
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)
*December 31, 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 persons 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) Arthur Slaven | |
| --- | --- | --- |
| 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 1,647,174 |
| | 6. | Shared Voting Power 0 |
| | 7. | Sole Dispositive Power 1,647,174 |
| | 8. | Shared Dispositive Power 0 |
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,191,895 | |
| 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) 8.6% | |
| 12. | Type of Reporting Person (See Instructions) IN | |
**SEE ITEM 4 OF THIS FILING**
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| Item 1. | (a) | Name
of Issuer Ennis, Inc. | |
| --- | --- | --- | --- |
| | (b) | Address
of Issuers Principal Executive Offices 2441 Presidential Pkwy. Midlothian, Texas 75065 | |
| Item 2. | | | |
| | (a) | Name
of Person Filing Arthur Slaven | |
| | (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 | |
| | (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. | 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: Mr. | |||
| Slaven is the beneficial owner of 2,191,895 shares | |||
| of the Issuers common stock, $2.50 par value. Mr. Slaven owns | |||
| of record 545,169 shares of the Issuers common stock, 20,593 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. Slaven, | |||
| J.P. Morgan Trust Company, N.A. and the | |||
| Issuer. In addition, Mr. Slaven may, under certain circumstances, purchase up to | |||
| 12,560 shares of the Issuers common stock pursuant to a restricted stock | |||
| agreement (the Restricted Stock Agreement), dated November 14, 2004 between | |||
| John McLinden, Mr. Slaven | |||
| and certain other shareholders of Centrum. | |||
| 532,648 shares of the Issuers common stock are owned of record by | |||
| each of: (i) Jane Slaven, | |||
| wife of Arthur Slaven, (ii) the Michael Slaven Trust, and (iii) the Peter Slaven | |||
| Grantor Trust. Mr. Slaven | |||
| is the trustee of the Michael Slaven Trust and the | |||
| Peter Slaven Grantor Trust (collectively, the Slaven Trusts). | |||
| 19,793 of each of the 532,648 shares of the Issuers common stock | |||
| owned by Jane Slaven and each of the Slaven Trusts are held in escrow pursuant to the Escrow | |||
| Agreement. Jane Slaven | |||
| and each of the Slaven Trusts may, under certain | |||
| circumstances, each purchase up to 12,073 shares of the Issuers common stock | |||
| pursuant to the Restricted Stock Agreement. | |||
| Mr. Slaven has sole voting and dispositive power with respect to 1,647,174 of these | |||
| shares. | |||
| (b) | Percent | ||
| of class: As | |||
| of December 31, 2004, Mr. Slaven was the beneficial | |||
| owner of 8.6% of the Issuers outstanding common stock, $2.50 par value, | |||
| based upon 25,412,999 shares of the Issuers common stock outstanding as of | |||
| January 7, 2005, as disclosed in the Issuers Quarterly Report on Form 10-Q | |||
| (File No. 1-5807) filed on January 10, 2005. | |||
| (c) | Number | ||
| of shares as to which the person has: | |||
| (i) | Sole power | ||
| to vote or to direct the vote Mr. Slaven has sole power to vote or direct the vote of 1,647,174 | |||
| shares of the Issuers common stock. | |||
| (ii) | Shared power | ||
| to vote or to direct the vote Mr. Slaven does not have shared power to vote or to direct | |||
| the vote of any shares of the Issuers common stock. | |||
| (iii) | Sole power | ||
| to dispose or to direct the disposition of Mr. Slaven has sole power to dispose or direct the | |||
| disposition of 1,647,174 shares of the Issuers common stock. | |||
| (iv) | Shared power | ||
| to dispose or to direct the disposition of Mr. Slaven does not have shared power to dispose or to direct | |||
| the disposition of any shares of the Issuers common stock. | |||
| 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.
| February 14, 2005 |
|---|
| Date |
| /s/ Arthur Slaven |
| Signature |
| Arthur Slaven |
| Name/Title |
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