-----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, Rqn7DcvmudOi0+F0+S/1Dk3Sx051QCOJTQUEZkp3wI+sgaK9GQPkaIzh3Cbqx1+C +3aHhF8HTIxZfLcTEdWtYg== 0001104659-08-042470.txt : 20080626 0001104659-08-042470.hdr.sgml : 20080626 20080626172031 ACCESSION NUMBER: 0001104659-08-042470 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080626 DATE AS OF CHANGE: 20080626 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Hecker Dennis E. CENTRAL INDEX KEY: 0001430386 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 952-512-8800 MAIL ADDRESS: STREET 1: 500 FORD ROAD CITY: MINNEAPOLIS STATE: MN ZIP: 55402 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DOLLAR THRIFTY AUTOMOTIVE GROUP INC CENTRAL INDEX KEY: 0001049108 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510] IRS NUMBER: 731356520 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52267 FILM NUMBER: 08920117 BUSINESS ADDRESS: STREET 1: 5330 EAST 31ST STREET CITY: TULSA STATE: OK ZIP: 74135 BUSINESS PHONE: 9186607700 MAIL ADDRESS: STREET 1: 5330 EAST 31ST STREET CITY: TULSA STATE: OK ZIP: 74135 SC 13D/A 1 a08-17114_1sc13da.htm SC 13D/A

 

 

 

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No.  2)

 

 

DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.

(Name of Issuer)

 

COMMON STOCK, PAR VALUE $0.01 PER SHARE

(Title of Class of Securities)

 

256743105

(CUSIP Number)

 

Bruce J. Parker

Kaplan, Strangis and Kaplan, P.A.

5500 Wells Fargo Center

90 South Seventh Street

Minneapolis, MN

(612) 375-1138

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

 

June 4, 2008

(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.   o

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See §240.13d-7 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).

 

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.

 



 

CUSIP No.    690742101

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only

 

 

Dennis E. Hecker

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 

 

 

(b)

 

 

3.

SEC Use Only

 

4.

Source of Funds (See Instructions)

 

 

PF and BK 

 

5.

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

6.

Citizenship or Place of Organization

 

 

United States of America

 

Number of Shares Beneficially Owned by Each Reporting Person With

7.

Sole Voting Power

 

1,018,724

8.

Shared Voting Power

 

0

9.

Sole Dispositive Power

 

1,018,724

10.

Shared Dispositive Power

 

0

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

 

1,018,724

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.

Percent of Class Represented by Amount in Row (11)

 

 

4.7402% (1)

 

14.

Type of Reporting Person (See Instructions)

 

 

IN

 


(1) With respect to the calculation of the percent of class beneficially owned by the Reporting Person, 21,491,085 shares was used as the total amount of outstanding shares, which amount represents the shares of Common Stock issued and outstanding as of February 22, 2008, as reflected in Dollar Thrifty Automotive Group, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2007 as filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended.

 

2



 

                The undersigned hereby files this Amendment No. 2 to the Schedule 13D (the “Amendment”) filed by Dennis E. Hecker on March 21, 2008 as amended by Amendment No. 1 dated May 9, 2008 with respect to the common stock, par value $0.01 per share (“Common Stock”), of Dollar Thrifty Automotive Group, Inc., a Delaware corporation (“DTAG”).  Capitalized terms used and not defined herein shall have the meaning assigned to such terms in the initial Schedule 13D.  Since the ownership of DTAG Common Stock by the undersigned is less than 5% of the outstanding shares of Common Stock of DTAG, no further amendments to this Schedule 13D will be filed.  This Amendment amends the text of Item 5 as follows:

 

                (a)           The Reporting Person is the beneficial owner of 1,018,724 shares of Common Stock.  Based on DTAG’s Annual Report on Form 10-K for the year ended December 31, 2007 filed pursuant to the Securities Exchange Act of 1934, as amended, with the Securities and Exchange Commission, there were 21,491,085 shares of Common Stock issued and outstanding as of February 22, 2008 so the 1,018,724 shares of Common Stock beneficially owned by the Reporting Person represent approximately 4.7402% of the outstanding shares of Common Stock. 

 

                (b)           The Reporting Person has the sole power to vote and the sole power to dispose of 1,018,724 shares of Common Stock beneficially owned by him.  

 

                (c)           Except as described below, the Reporting Person has not engaged in any transactions in the Common Stock that were effected during the past sixty days.  During the past sixty days, the Reporting Person made the following sales of shares of Common Stock:

 

Date of Purchase or Sale

 

Number of Shares Sold

 

Sales Price Per Share

 

Type of Transaction

 

March 24, 2008

 

25,000

 

$15.7287

 

Open Market purchase on the NYSE

 

March 25, 2008

 

25,000

 

$14.9537

 

Open Market purchase on the NYSE

 

April 29, 2008

 

10,000

 

$13.4857

 

Open Market purchase on the NYSE

 

April 30, 2008

 

1,000

 

$13.3880

 

Open Market purchase on the NYSE

 

May 8, 2008

 

11,000

 

$12.26

 

Open Market sale on the NYSE.

 

May 16, 2008

 

25,000

 

$14.7153

 

Open Market sale on the NYSE.

 

May 19, 2008

 

15,542

 

$15.5243

 

Open Market sale on the NYSE.

 

June 4, 2008

 

65,893

 

$14.1673

 

Open Market sale on the NYSE.

 

 

                (d)           No person, other than the Reporting Person, has the right to receive or the power to direct the receipt of dividends from, or the profits from the sale of, the shares of Common Stock beneficially owned by the Reporting Person.

 

                (e)           Not applicable.

 

 

3



 

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.

 

Dated:    June 5, 2008

 

 

/s/ Dennis E. Hecker

 

 

Dennis E. Hecker

 

 

4


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