-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VBrT25sZ70vkL0v+PH+v8xY+ElcD5yEVHwHUeyiNskfql3SeacCTdkSeuLM+/fy9 VE2BmJ484JxUXFm9TF8aYA== 0000916480-96-000006.txt : 19960202 0000916480-96-000006.hdr.sgml : 19960202 ACCESSION NUMBER: 0000916480-96-000006 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960201 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WAUSAU PAPER MILLS CO CENTRAL INDEX KEY: 0000105076 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 390690900 STATE OF INCORPORATION: WI FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-10991 FILM NUMBER: 96509865 BUSINESS ADDRESS: STREET 1: ONE CLARKS ISLAND STREET 2: PO BOX 1408 CITY: WAUSAU STATE: WI ZIP: 54402-1408 BUSINESS PHONE: 7158455266 MAIL ADDRESS: STREET 1: ONE CLARKS ISLAND STREET 2: P O BOX 1408 CITY: WAUSAU STATE: WI ZIP: 54402-1408 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SMITH DAVID B JR CENTRAL INDEX KEY: 0001006972 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1206 EAST SIXTH STREET CITY: MERRILL STATE: WI ZIP: 54452 MAIL ADDRESS: STREET 1: 1206 EAST SIXTH STREET CITY: MERRILL STATE: WI ZIP: 54452 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* WAUSAU PAPER MILLS COMPANY (Name of Issuer) COMMON STOCK (Title of Class of Securities) 943317-10-7 (CUSIP Number) ARNOLD J. KIBURZ III RUDER, WARE & MICHLER, S.C. P.O. BOX 8050 WAUSAU, WI 54402-8050 (715) 845-4336 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) JANUARY 22, 1996 (Date of Event which Requires Filing of this Statement) THIS AMENDMENT IS FILED FOR THE PURPOSE OF REFLECTING INCREASES IN THE NUMBER OF SHARES OR PERCENT OF CLASS BENEFICIALLY OWNED BY THE REPORTING PERSONS AS A RESULT OF STOCK SPLITS AND STOCK DIVIDENDS, STOCK REPURCHASES MADE BY THE ISSUER AND OTHER TRANSACTIONS BY REPORTING PERSONS WHICH ARE IMMATERIAL IN AMOUNT. If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of less than five percent of such class. See Rule 13d-7.) NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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). SCHEDULE 13D CUSIP NO. 943317-10-7 PAGE 2 of 12 PAGES 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON David B. Smith, Jr. S.S. # ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] This is a joint filing pursuant to (b) [X] Rule 13d-1(f)(1) by persons who are co-trustees of a trust. The co-trustees do not necessarily agree on matters of trust policy and therefore do not consider themselves as members of a group. 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER SHARES 62,256 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 2,383,821 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 62,256 10 SHARED DISPOSITIVE POWER 2,383,821 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,446,077 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.6% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP NO. 943317-10-7 PAGE 3 of 12 PAGES 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Thomas P. Smith S.S. # ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] This is a joint filing pursuant to (b) [X] Rule 13d-1(f)(1) by persons who are co-trustees of a trust. The co-trustees do not necessarily agree on matters of trust policy and therefore do not consider themselves as members of a group. 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER SHARES 88,352 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 2,375,887 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 88,352 10 SHARED DISPOSITIVE POWER 3,375,887 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,464,239 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.7% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP NO. 943317-10-7 PAGE 4 of 12 PAGES 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Margaret S. Mumma S.S. # ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] This is a joint filing pursuant to (b) [X] Rule 13d-1(f)(1) by persons who are co-trustees of a trust. The co-trustees do not necessarily agree on matters of trust policy and therefore do not consider themselves as members of a group. 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER SHARES 197,242 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 2,531,697 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 197,242 10 SHARED DISPOSITIVE POWER 2,531,697 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,728,939 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.4% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP NO. 943317-10-7 PAGE 5 of 12 PAGES 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Sarah S. Miller S.S. # ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] This is a joint filing pursuant to (b) [X] Rule 13d-1(f)(1) by persons who are co-trustees of a trust. The co-trustees do not necessarily agree on matters of trust policy and therefore do not consider themselves as members of a group. 3 SEC USE ONLY 4 SOURCE OF FUNDS* 00 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER SHARES 137,652 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 2,523,072 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 137,652 10 SHARED DISPOSITIVE POWER 2,523,072 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,660,724 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.2% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 Item 1. Security and Issuer COMMON STOCK WAUSAU PAPER MILLS COMPANY ONE CLARK'S ISLAND P.O. BOX 1408 WAUSAU, WI 54402-1408 Item 2. Identity and Background 1.(A) DAVID B. SMITH, JR. (B) 1206 EAST SIXTH STREET MERRILL, WI 54452 (C) BUSINESS CONSULTANT (D) NONE (E) NONE (F) UNITED STATES 2.(A) THOMAS P. SMITH (B) 5412 CORAL GABLES DRIVE LAS VEGAS, NV 89130 (C) RETIRED (DISABLED) (D) NONE (E) NONE (F) UNITED STATES 3.(A) MARGARET S. MUMMA (B) 1006 WESTWOOD JEFFERSON, IA 50129 (C) BOOKKEEPER (D) NONE (E) NONE (F) UNITED STATES 4.(A) SARAH S. MILLER (B) 4010 BRIARWOOD AVENUE WAUSAU, WI 54401 (C) CONSULTANT (D) NONE (E) NONE (F) UNITED STATES Item 3. Source and Amount of Funds or Other Consideration SHARES OF COMMON STOCK REPORTED HAVE BEEN HELD UNDER A TRUST ESTABLISHED BY THE WILL OF DAVID B. SMITH FOR WHICH MARSHALL & ILSLEY TRUST COMPANY ACTED AS TRUSTEE UNTIL MAY 19, 1992. THE REPORTING PERSONS WERE APPOINTED SUCCESSOR TRUSTEES EFFECTIVE AS OF MAY 19, 1992 AND NOW EXERCISE SHARED VOTING AND INVESTMENT CONTROL OVER THE COMMON STOCK IN THEIR CAPACITIES AS CO-TRUSTEES. NO CONSIDERATION WAS PAID BY THE REPORTING PERSONS IN CONNECTION WITH THIS TRANSACTION. Item 4. Purpose of Transaction THE APPOINTMENT OF THE REPORTING PERSONS AS TRUSTEES WAS DONE IN CONNECTION WITH THE ESTATE PLANNING OF THE PARTIES INVOLVED. Item 5. Interest In Securities of the Issuer (A) SEE ITEM 11 OF THE RESPECTIVE COVER PAGE FILED AS PART OF THIS AMENDMENT NO. 1 TO SCHEDULE 13D FOR EACH INDIVIDUAL NAMED IN ITEM 2. (B) SEE ITEMS 7, 8, 9, AND 10 OF THE COVER PAGE FILED AS PART OF THIS AMENDMENT NO. 1 TO SCHEDULE 13D FOR EACH INDIVIDUAL NAMED IN ITEM 2. (C) NONE WITH RESPECT TO ANY PERSON NAMED IN ITEM 2. (D) NOT APPLICABLE. (E) NOT APPLICABLE. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. NOT APPLICABLE. Item 7. Material to Be Filed as Exhibits AGREEMENTS BY REPORTING PERSONS THAT THIS AMENDMENT NO. 1 TO SCHEDULE 13D IS FILED ON BEHALF OF EACH SUCH PERSON ARE ATTACHED AS EXHIBITS A THROUGH D. SIGNATURES 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. January 22, 1996 DAVID B. SMITH, JR. David B. Smith, Jr. January 22, 1996 THOMAS P. SMITH Thomas P. Smith January 22, 1996 MARGARET S. MUMMA Margaret S. Mumma January 22, 1996 SARAH S. MILLER Sarah S. Miller EXHIBIT A The undersigned David B. Smith, Jr. agrees to the filing of a joint Amendment No. 1 to Schedule 13D by and on behalf of Thomas P. Smith, Margaret S. Mumma and Sarah S. Miller. January 22, 1996 DAVID B. SMITH, JR. David B. Smith, Jr. EXHIBIT B The undersigned Thomas P. Smith agrees to the filing of a joint Amendment No. 1 to Schedule 13D by and on behalf of David B. Smith, Jr., Margaret S. Mumma and Sarah S. Miller. January 22, 1996 THOMAS P. SMITH Thomas P. Smith EXHIBIT C The undersigned Margaret S. Mumma agrees to the filing of a joint Amendment No. 1 to Schedule 13D by and on behalf of David B. Smith, Jr., Thomas P. Smith, and Sarah S. Miller. January 22, 1996 MARGARET S. MUMMA Margaret S. Mumma EXHIBIT D The undersigned Sarah S. Miller agrees to the filing of a joint Schedule 13D by and on behalf of David B. Smith, Jr., Thomas P. Smith, and Margaret S. Mumma. January 22, 1996 SARAH S. MILLER Sarah S. Miller -----END PRIVACY-ENHANCED MESSAGE-----