KFORCE INC — Major Shareholding Notification 2013

Jan 22, 2013

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. )

Kforce Inc.

(Name of Issuer)

Common Stock, par value $.01

(Title of Class of Securities)

493732 10 1

(CUSIP Number)

December 31, 2012

(Date of Event Which Requires Filing of this Statement)

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

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

CUSIP No. 493732 10 1 Page 2 of 4

| 1 | NAME OF REPORTING PERSON Howard W. Sutter I.R.S.
IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) | |
| --- | --- | --- |
| 2 | CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (a) ¨ (b) ¨ | |
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF
ORGANIZATION U.S.A. | |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 269,591 |
| | 6 | SHARED VOTING POWER 1,546,316 |
| | 7 | SOLE DISPOSITIVE POWER 120,415 |
| | 8 | SHARED DISPOSITIVE POWER 1,695,492 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,815,907 | |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN
SHARES ¨ | |
| 11 | PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9 5.1% | |
| 12 | TYPE OF REPORTING
PERSON* IN | |

CUSIP No. 493732 10 1 Page 3 of 4

Item 1.	(a) Name of Issuer: Kforce Inc., a Florida corporation
	(b) Address of Issuer’s Principal Executive Offices: 1001 East Palm Avenue, Tampa, Florida 33605
Item 2.	(a) Name of Person Filing: Howard W. Sutter
	(b) Address of Principal Business Office: 1001 East Palm Avenue, Tampa, Florida 33605
	(c) Citizenship: U.S.A.
	(d) Title of Class of Securities: Common Stock, par value $0.01
	(e) CUSIP Number: 493732 10 1
Item 3.	If this statement is filed pursuant to Rule 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: N/A
Item 4.	Ownership
(a) Amount Beneficially Owned (describe): Of the 1,815,907 shares reported pursuant to this Schedule 13G: (i) 120,415 shares are
held directly; (ii) 149,176 shares are held in the Dunkel Family Receptacle Trust, over which Mr. Sutter has sole voting power and shared dispositive power; (iii) 1,541,316 shares are held by Sutter Investments Ltd., over which Mr. Sutter has shared
voting and dispositive power; and (iv) 5,000 shares are held by Mr. Sutter’s spouse, over which Mr. Sutter has shared voting and dispositive power.
(b) Percent of Class: 5.1%, based on 35,955,681 outstanding shares reported on the most recently filed Form 10-Q for the quarter
ending September 30, 2012.
	(c) Number of shares as to which such person has:
	(i) Sole power to vote or to direct the vote: 269,591
	(ii) Shared power to vote or to direct the vote: 1,546,316
	(iii) Sole power to dispose or to direct the disposition of: 120,415
	(iv) Shared power to dispose or to direct the disposition of: 1,695,492

CUSIP No. 493732 10 1 Page 4 of 4

Item 5.	Ownership of Five Percent or Less of a Class
	N/A
Item 6.	Ownership of More than Five Percent on Behalf of Another Person.
	N/A
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
	N/A
Item 8.	Identification and Classification of Members of Group
	N/A
Item 9.	Notice of Dissolution of the Group
	N/A
Item 10.	Certification
	N/A

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: January 22, 2013

By:
Howard W. Sutter