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FIFTH THIRD BANCORP — Major Shareholding Notification 2006
Feb 14, 2006
30331_mrq_2006-02-14_6b19314f-9ddb-4f5e-ac35-ad92e6b03d0a.zip
Major Shareholding Notification
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SC 13G/A 1 l18569asc13gza.htm FIFTH THIRD BANCORP/STEELCASE, INC. SC 13G/A PAGEBREAK
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934 (Amendment No. 8)*
Steelcase, Inc
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
858155203
(CUSIP Number)
December 31, 2005
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
þ Rule 13d-1(b)
o 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).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Page 1 of 8 pages
PAGEBREAK
CUSIP No. 858155203 Page 2 of 8 Pages
| 1 | NAMES OF REPORTING PERSONS: FIFTH THIRD BANCORP | |
|---|---|---|
| I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): | ||
| 31-0854434 | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS): | |
| (a) þ | ||
| (b) o | ||
| 3 | SEC USE ONLY: | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION: | |
| OHIO | ||
| 5 | SOLE VOTING POWER: | |
| NUMBER OF | 24,434,037 shares | |
| SHARES | 6 | SHARED VOTING POWER: |
| BENEFICIALLY | ||
| OWNED BY | 22,240,907 shares | |
| EACH | 7 | SOLE DISPOSITIVE POWER: |
| REPORTING | ||
| PERSON | 21,712,259 shares | |
| WITH: | 8 | SHARED DISPOSITIVE POWER: |
| 38,605,172 shares | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: | |
| 67,681,727 | ||
| 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): | |
| 53.48% | ||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): | |
| HC |
PAGEBREAK
CUSIP No. 858155203 Page 3 of 8 Pages
| 1 | NAMES OF REPORTING PERSONS: FIFTH THIRD BANK - a Michigan Banking Corporation | |
|---|---|---|
| I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): | ||
| 31-0854434 | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS): | |
| (a) þ | ||
| (b) o | ||
| 3 | SEC USE ONLY: | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION: | |
| MICHIGAN | ||
| 5 | SOLE VOTING POWER: | |
| NUMBER OF | 24,434,037 shares | |
| SHARES | 6 | SHARED VOTING POWER: |
| BENEFICIALLY | ||
| OWNED BY | 22,240,907 shares | |
| EACH | 7 | SOLE DISPOSITIVE POWER: |
| REPORTING | ||
| PERSON | 21,712,259 shares | |
| WITH: | 8 | SHARED DISPOSITIVE POWER: |
| 38,605,172 shares | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: | |
| 67,681,727 | ||
| 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): | |
| 53.48% | ||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): | |
| BK |
PAGEBREAK
Securities and Exchange Commission Schedule 13G Page 4 of 8 pages
| Item 1(a). | Name of Issuer: |
|---|---|
| Steelcase Inc. | |
| Item 1(b). | Address of Issuers Principal Executive Offices: |
| 901 44 th Street SE Grand Rapids, Michigan 49508 | |
| Item 2(a). | Name of Person Filing: |
| (1) Fifth Third Bancorp (2) Fifth Third Bank a Michigan Banking Corporation | |
| Item 2(b). | Address of Principal Business Office or, if None, Residence: |
| (1) Fifth Third Center, Cincinnati, Ohio 45263 (2) 111 Lyon Street NW, Grand Rapids, Michigan 49503 | |
| Item 2(c). | Citizenship: |
| (1) Ohio (2) Michigan | |
| Item 2(d). | Title of Class of Securities: |
| Class A Common Stock | |
| Item 2(e). | CUSIP Number: |
| 858155203 |
PAGEBREAK
Securities and Exchange Commission Schedule 13G Page 5 of 8 pages
ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
| (a) | o | Broker or dealer registered under Section 15 of the Act; |
|---|---|---|
| (b) | o | Bank as defined in Section 3(a)(6) of the Act; |
| (c) | o | Insurance company as defined in Section 3(a)(19) of the Act; |
| (d) | o | Investment company registered under Section 8 of the Investment Company Act; |
| (e) | o | Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
| (f) | o | Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
| (g) | þ | Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
| (h) | o | Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
| (i) | o | Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; |
| (j) | o | Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
PAGEBREAK
Securities and Exchange Commission Schedule 13G Page 6 of 8 pages
| Item 4. |
| --- |
| This report relates to beneficial holdings by
Fifth Third Bancorp, through several of its
subsidiaries, of outstanding shares of the Common
Stock of the Issuer. The following tabulations
set forth the shares with respect of which voting
rights are held or shared and those shares to
which there is dispositive power. The following
are held in fiduciary accounts in Fifth Third
Bancorps subsidiaries and are deemed beneficially
owned: |
| (a) | Amount Beneficially Owned: | |
|---|---|---|
| (b) | Percent of Class: | 53.48% |
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote | 24,434,037 shares |
|---|---|---|
| (ii) | Shared power to vote or to direct the vote | 22,240,907 shares |
| (iii) | Sole power to dispose or to direct the disposition of | 21,712,259 shares |
| (iv) | Shared power to dispose or to direct the disposition of | 38,605,172 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 o .
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person
The securities covered by this Schedule are held in trust, agency or custodial capacities by Fifth Third Bank. These trust, agency or custodial accounts receive the dividends from, or the proceeds from the sale of, such securities.
PAGEBREAK
Securities and Exchange Commission Schedule 13G Page 7 of 8 pages
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company |
|---|---|
| Fifth Third Bank, a Michigan Banking Corporation of Fifth Third Bancorp. | |
| Item 8. | Identification and Classification of Members of the Group |
| Not Applicable | |
| Item 9. | Notice of Dissolution of Group |
| Not Applicable |
PAGEBREAK
Securities and Exchange Commission Schedule 13G Page 8 of 8 pages
| Item 10. |
| --- |
| 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 |
| Fifth Third Bancorp | |
|---|---|
| /s/ Charles Drucker | February 14, 2006 |
| Executive Vice President | Todays Date |