SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Kforce Inc.
(Name of Issuer)
Common Stock, par value $.01
(Title of Class of Securities)
493732 10 1
(CUSIP Number)
December 31, 2013
(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 |
| 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
161,964 | ||||
| 6 | Shared voting power
1,403,516 | |||||
| 7 | Sole dispositive power
12,788 | |||||
| 8 | Shared dispositive power
1,552,692 | |||||
| 9 |
Aggregate amount beneficially owned by each reporting person
1,565,480 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares* ¨
| |||||
| 11 | Percent of class represented by amount in Row 9
4.6% | |||||
| 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 1,565,480 shares reported pursuant to this Schedule 13G: (i) 12,788 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) 1,398,516 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: 4.6%, based on 33,726,786 outstanding shares reported on the most recently filed Form 10-Q for the quarter ending September 30, 2013.
(c) Number of shares as to which such person has:
| (i) | Sole power to vote or to direct the vote: 161,964 |
| (ii) | Shared power to vote or to direct the vote: 1,403,516 |
| (iii) | Sole power to dispose or to direct the disposition of: 12,788 |
| (iv) | Shared power to dispose or to direct the disposition of: 1,552,692 |
| CUSIP No. 493732 10 1 | Page 4 of 4 |
| 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 the reporting person ceased to be a beneficial owner of more than 5% of the class of securities, check the following x.
| 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: February 12, 2014
| By: | /s/ Howard W. Sutter | |||
| Howard W. Sutter | ||||