0001193125-10-158834.txt : 20100714 0001193125-10-158834.hdr.sgml : 20100714 20100714162712 ACCESSION NUMBER: 0001193125-10-158834 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20100714 DATE AS OF CHANGE: 20100714 GROUP MEMBERS: CHRISTINA SINGLETON MEDNICK GROUP MEMBERS: DONALD E. RUGG GROUP MEMBERS: WILLIAM W. SINGLETON SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNITRIN INC CENTRAL INDEX KEY: 0000860748 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 954255452 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-41003 FILM NUMBER: 10952425 BUSINESS ADDRESS: STREET 1: ONE EAST WACKER DR CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3126614600 MAIL ADDRESS: STREET 1: ONE EAST WACKER DR CITY: CHICAGO STATE: IL ZIP: 60601 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SINGLETON GROUP LLC CENTRAL INDEX KEY: 0001112049 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 11661 SAN VICENTE BLVD STREET 2: SUITE 915 CITY: LOS ANGELES STATE: CA ZIP: 90049 BUSINESS PHONE: 3102073200 MAIL ADDRESS: STREET 1: 11661 SAN VICENTE BLVD STREET 2: SUITE 915 CITY: LOS ANGELES STATE: CA ZIP: 90049 SC 13D/A 1 dsc13da.htm SCHEDULE 13D AMENDMENT NO. 6 Schedule 13D Amendment No. 6

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Amendment No. 6*

 

 

UNITRIN, INC.

(Name of Issuer)

 

 

COMMON STOCK

(Title of Class of Securities)

913275 103

(CUSIP Number)

Singleton Group LLC

11661 San Vicente Boulevard, Suite 915

Los Angeles, CA 90049

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

July 9, 2010

(Date of Event which Requires Filing of This Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

 

*   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 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).

 

 

 


CUSIP NO. 913275 103    13D    Page 2 of 8 Pages

 

  (1)   

Names of reporting persons.

 

    Singleton Group LLC

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  x        (b)   ¨

 

  (3)  

SEC use only

 

  (4)  

Source of funds (see instructions)

 

    OO

  (5)  

Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨

 

  (6)  

Citizenship or place of organization

 

    Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

     (7)    

Sole voting power

 

    0

     (8)   

Shared voting power

 

    11,000,393

     (9)   

Sole dispositive power

 

    0

   (10)   

Shared dispositive power

 

    11,000,393

(11)

 

Aggregate amount beneficially owned by each reporting person

 

    11,000,393

(12)

 

Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨

 

(13)

 

Percent of class represented by amount in Row (11)

 

    17.6% (based on the number of shares outstanding as of April 30, 2010 as reported on Unitrin, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on May 3, 2010.)

(14)

 

Type of reporting person (see instructions)

 

    OO

 


CUSIP NO. 913275 103    13D    Page 3 of 8 Pages

 

  (1)   

Names of reporting persons.

 

    William W. Singleton, as Manager of the Singleton Group LLC

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  x        (b)   ¨

 

  (3)  

SEC use only

 

  (4)  

Source of funds (see instructions)

 

    OO

  (5)  

Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨

 

  (6)  

Citizenship or place of organization

 

    U.S.A.

Number of

shares

beneficially

owned by

each

reporting

person

with:

     (7)    

Sole voting power

 

    0

     (8)   

Shared voting power

 

    11,000,393

     (9)   

Sole dispositive power

 

    0

   (10)   

Shared dispositive power

 

    11,000,393

(11)

 

Aggregate amount beneficially owned by each reporting person

 

    11,000,393

(12)

 

Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨

 

(13)

 

Percent of class represented by amount in Row (11)

 

    17.6% (based on the number of shares outstanding as of April 30, 2010 as reported on Unitrin, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on May 3, 2010.)

(14)

 

Type of reporting person (see instructions)

 

    IN


CUSIP NO. 913275 103    13D    Page 4 of 8 Pages

 

  (1)   

Names of reporting persons.

 

    Christina Singleton Mednick, as Manager of the Singleton Group LLC

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  x        (b)   ¨

 

  (3)  

SEC use only

 

  (4)  

Source of funds (see instructions)

 

    OO

  (5)  

Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨

 

  (6)  

Citizenship or place of organization

 

    U.S.A.

Number of

shares

beneficially

owned by

each

reporting

person

with:

     (7)    

Sole voting power

 

    0

     (8)   

Shared voting power

 

    11,000,393

     (9)   

Sole dispositive power

 

    0

   (10)   

Shared dispositive power

 

    11,000,393

(11)

 

Aggregate amount beneficially owned by each reporting person

 

    11,000,393

(12)

 

Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨

 

(13)

 

Percent of class represented by amount in Row (11)

 

    17.6% (based on the number of shares outstanding as of April 30, 2010 as reported on Unitrin, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on May 3, 2010.)

(14)

 

Type of reporting person (see instructions)

 

    IN


CUSIP NO. 913275 103    13D    Page 5 of 8 pages

 

  (1)   

Names of reporting persons.

 

    Donald E. Rugg, as Manager of the Singleton Group LLC

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  x        (b)   ¨

 

  (3)  

SEC use only

 

  (4)  

Source of funds (see instructions)

 

    OO

  (5)  

Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)    ¨

 

  (6)  

Citizenship or place of organization

 

    U.S.A.

Number of

shares

beneficially

owned by

each

reporting

person

with:

     (7)    

Sole voting power

 

    349

     (8)   

Shared voting power

 

    11,000,742

     (9)   

Sole dispositive power

 

    349

   (10)   

Shared dispositive power

 

    11,000,742

(11)

 

Aggregate amount beneficially owned by each reporting person

 

    11,000,742

(12)

 

Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)    ¨

 

(13)

 

Percent of class represented by amount in Row (11)

 

    17.6% (based on the number of shares outstanding as of April 30, 2010 as reported on Unitrin, Inc.’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on May 3, 2010.)

(14)

 

Type of reporting person (see instructions)

 

    IN


CUSIP NO. 913275 103    13D    Page 6 of 8 pages

 

SCHEDULE 13D

This Amendment No. 6 to Schedule 13D (this “Amendment”) is being filed to amend and supplement the statement on Schedule 13D initially filed on August 24, 2000, as amended by Amendment No. 1 to Schedule 13D filed on August 24, 2000, Amendment No. 2 to Schedule 13D filed on March 22, 2005, Amendment No. 3 to Schedule 13D filed on August 17, 2007, Amendment No. 4 to Schedule 13D filed on December 23, 2008 and Amendment No. 5 to Schedule 13D filed on February 3, 2010 (collectively, the “Schedule 13D”) by the Singleton Group LLC, William W. Singleton, Donald E. Rugg, Caroline W. Singleton as to Amendments No. 1 and 2, and Christina Singleton Mednick as to Amendments No. 3, 4 and 5, relating to beneficial ownership of shares of common stock of Unitrin, Inc. (the “Common Stock”). Only those items which are specifically included below are being amended or supplemented by this Amendment. Items in the Schedule 13D not listed below remain unchanged from the last filed amendment to Schedule 13D. Capitalized terms used herein and not defined shall have the meaning set forth in the Schedule 13D.

This Amendment is being filed to reflect the disposition by the Singleton Group LLC of 677,127 shares of Common Stock of Unitrin, Inc. through open market transactions in February 2010, June 2010 and July 2010 (through July 12, 2010). This statement is being filed jointly by the Reporting Persons pursuant to the joint filing agreement dated August 17, 2007 incorporated by reference herein.

 

ITEM 4. PURPOSE OF TRANSACTION.

The information in Item 4 of the Schedule 13D is supplemented as follows:

Singleton Group LLC has disposed of Common Stock from time to time as part of its overall investment strategy. In February 2010, June 2010 and July 2010 (through July 12, 2010), Singleton Group LLC has sold 677,127 shares of Common Stock in open market transactions. The details of all dispositions were reported on Form 4s pursuant to Section 16 of the Exchange Act. Transactions in which shares were sold by Singleton Group LLC in the last sixty (60) days are described in more detail in Item 5 below.

 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

Item 5 of the Schedule 13D is hereby amended and supplemented as follows:

(a) After giving effect to the disposition of 677,127 shares of Common Stock reported herein, Singleton Group LLC and Christina Singleton Mednick and William W. Singleton, as Managers of Singleton Group LLC, are beneficial owners of 11,000,393 shares of Common Stock, which constitutes 17.6 percent of the outstanding Common Stock; Donald E. Rugg is a beneficial owner of 11,000,742 shares of Common Stock, which constitutes 17.6 percent of the outstanding Common Stock (all percentage figures are based on the number of shares outstanding as of April 30, 2010 as reported on Unitrin, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on May 3, 2010).


CUSIP NO. 913275 103    13D    Page 7 of 8 pages

 

(b) After giving effect to the disposition of 677,127 shares of Common Stock reported herein, Singleton Group LLC and Christina Singleton Mednick, William W. Singleton and Donald E. Rugg, as Managers of Singleton Group LLC, share dispositive and voting power with respect to 11,000,393 shares of Common Stock. In addition to the foregoing shares, Donald E. Rugg has sole voting and dispositive power with respect to 349 shares of Common Stock which he owns individually and directly.

(c) Singleton Group LLC has sold Common Stock in open market transactions in the last 60 days as follows:

 

Trade Date

 

Number of Shares Sold

 

Average Sale Price Per Share*

6/29/10

 

29,100

 

26.13

6/30/10

 

49,300

 

25.94

7/1/10

 

47,883

 

24.99

7/2/10

 

27,781

 

24.89

7/6/10

 

51,866

 

24.83

7/7/10

 

103,100

 

25.37

7/8/10

 

58,491

 

25.58

7/9/10

 

121,106

 

25.94

7/12/10

 

45,500

 

25.73

 

* Represents the average sale price of the shares sold on the open market on a given date. The Singleton Group LLC has reported all dispositions on Form 4s pursuant to Section 16 of the Exchange Act for all shares sold on the open market in the last 60 days. The Form 4 filings are publicly available and contain additional detail on the sale prices of the shares sold on a given date.


CUSIP NO. 913275 103    13D    Page 8 of 8 pages

 

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.

Item 7 is hereby supplemented as follows:

 

7.1    Incorporated by reference herein is the Joint Filing Statement Dated August 17, 2007 filed with Amendment No. 3 to Schedule 13D.
7.2    Power of Attorney for Christina Singleton Mednick.
7.3    Power of Attorney for William W. Singleton.

 

 

 


SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Dated: July 14, 2010     Singleton Group LLC, a Delaware limited liability company
      By:   /S/ DONALD E. RUGG
        Donald E. Rugg, Manager
    Christina Singleton Mednick
        /S/ DONALD E. RUGG
      By:   Donald E. Rugg, as Attorney-in- fact for Christina Singleton Mednick
    William W. Singleton
        /S/ DONALD E. RUGG
      By:   Donald E. Rugg, as Attorney-in- fact for William W. Singleton
   
        /S/ DONALD E. RUGG
        Donald E. Rugg
EX-7.2 2 dex72.htm POWER OF ATTORNEY FOR CHRISTINA SINGLETON MEDNICK Power of Attorney for Christina Singleton Mednick

Exhibit 7.2

POWER OF ATTORNEY

The undersigned does hereby constitute and appoint Donald E. Rugg as the true and lawful attorney of the undersigned, and authorizes and designates him to sign on behalf of the undersigned, and to file filings and any amendments thereto made by or on behalf of the undersigned pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, with respect to the any and all securities held by the undersigned, whether held directly, indirectly or beneficially, or otherwise.

The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 13 of the Exchange Act, and the rules thereunder.

This power of attorney shall remain in full force and effect until the undersigned is no longer required to file any filings or amendments thereto pursuant to Section 13 of the Exchange Act with respect to the undersigned’s holdings and transactions in any securities, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17 day of August, 2007.

 

  /S/ CHRISTINA SINGLETON MEDNICK
  Christina Singleton Mednick
EX-7.3 3 dex73.htm POWER OF ATTORNEY FOR WILLIAM W. SINGLETON Power of Attorney for William W. Singleton

Exhibit 7.3

POWER OF ATTORNEY

The undersigned does hereby constitute and appoint Donald E. Rugg as the true and lawful attorney of the undersigned, and authorizes and designates him to sign on behalf of the undersigned, and to file filings and any amendments thereto made by or on behalf of the undersigned pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, with respect to the any and all securities held by the undersigned, whether held directly, indirectly or beneficially, or otherwise.

The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 13 of the Exchange Act, and the rules thereunder.

This power of attorney shall remain in full force and effect until the undersigned is no longer required to file any filings or amendments thereto pursuant to Section 13 of the Exchange Act with respect to the undersigned’s holdings and transactions in any securities, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17 day of August, 2007.

 

  /S/ WILLIAM W. SINGLETON
  William W. Singleton