UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

HICKOK INCORPORATED

(Name of Issuer)

Class A Common Shares, no par value

(Title of Class of Securities)

428830103

(CUSIP Number)

Ulmer & Berne LLP
1660 West 2^nd Street
Suite 1100
Cleveland, Ohio 44113
Attn: Molly Z. Brown, Esq.

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

December 30, 2012

(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.   ¨

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.

SEC 1746(3-06)

Amendment No. 2 to Schedule 13D

Item 1. Security and Issuer.

This Amendment No. 2 to Schedule 13D (“Schedule 13D” or this “Statement”), which amends and supplements the initial statement on Schedule 13D filed on January 9, 2012, as amended by Amendment No. 1 to Schedule 13D filed on January 9, 2013, relates to the Class A Common Shares, no par value per share (“Common Stock” or “Shares”), of Hickok Incorporated (the “Issuer”). The address of the Issuer’s principal executive offices is 10514 Dupont Avenue, Cleveland, Ohio 44108.

This Statement is being filed to include Three Bears Trust and its trustee, Matthew V. Crawford, as well as Steven H. Rosen as Reporting Persons, and to provide information about all control persons of Roundball, LLC (Roundball”), as set forth in Schedule A. The shares reported herein were previously reported by Roundball on its prior schedule 13D filings, and this statement is being made to clarify indirect beneficial ownership held in the Issuer through Roundball with certain shared voting and investment control.

Item 2. Identity and Background.

This Schedule 13D is filed by the Reporting Persons (as defined below) pursuant to Rule 13d-1(k)(2) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Reporting Persons are:

The principal businesses of the Reporting Persons are as follows:

The principal business and office address of Roundball is 25101 Chagrin Boulevard, Suite 250, Beachwood, Ohio 44122.

The principal business address of Three Bears Trust is: 1660 West 2^nd Street, Suite 1100, Cleveland, Ohio 44113-1448.

The principal business address of Mr. Crawford at Park-Ohio and The Crawford Group is located at 6065 Parkland, Cleveland, Ohio 44124.

The principal business address of Mr. Rosen is is 25101 Chagrin Boulevard, Suite 250, Beachwood, Ohio 44122.

The Reporting Persons have entered into a Joint Filing Agreement, dated November 25, 2014, a copy of which is attached hereto as Exhibit 5.

For information required by Instruction C to Schedule 13D with respect to persons that control the voting and investment decisions of Roundball with respect to the Shares, reference is made to Schedule A annexed hereto and incorporated herein by reference. The names, principal occupations, address, and citizenship of such control persons is identified on Schedule A (persons identified on Schedule A are hereinafter referred to as “Covered Persons”).

During the last five years, no Reporting Person or Covered Person has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the last five years, no Reporting Person or Covered Person has been a party to a civil proceeding of a judicial or administrative body of a competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 5. Interest in Securities of the Issuer.

Item 5 is amended and restated as follows:

Roundball beneficially owns 693,285 Class A Common Shares (including 320,918 Shares held directly; the right of Roundball to convert outstanding debt, under the Convertible Loan Agreement by and between Roundball, the Issuer, the Aplin Family Trust and, solely with respect to Section 3 thereof, Robert L. Bauman (the “Convertible Loan Agreement”), into approximately 252,367 shares; 100,000 Shares which may be purchased upon the exercise of a warrant (the “Warrant”); and 20,000 Class B Common Shares which are convertible on a non-for-one basis into Shares (collectively the “Conversion/Exercisable Shares”)), or approximately 45.1% of the total number of Class A Common Shares. The 20,000 Class B Common Shares, which are included in the Conversion/Exercisable Shares, represent approximately 4.2% of the outstanding Class B Common Shares.

Roundball has the power to vote, to direct the vote, to dispose and to direct the disposition of 693,285 Class A Common Shares (including 372,367 Conversion/Exercisable Shares) and of 20,000 Class B Common Shares. Three Bears Trust owns 50% of Roundball, and under the terms of the operating agreement by and among the investors of Roundball, has the right to consent to major decisions by Roundball and, therefore, Mr. Crawford, as the Trustee of the Three Bears Trust, shares voting and investment control with the Manager of Roundball. The investors of Roundball also have certain rights to designate up to two managers. Under the operating agreement of Roundball, Three Bears Trust has the right to select and designate one manager of Roundball, and Seven Investors, LLC, and LJNP Trust, jointly, initially through Steven H. Rosen, shall have the right to select and designate one manager of Roundball. Mr. Rosen has therefore been identified as having shared investment and voting control with Roundball. Currently, Frederick Widen, a Covered Person identified on Schedule A hereto, serves as the sole manager of Roundball.

Mr. Rosen also has the sole voting and investment controlof 333 Shares, which Mr. Rosen has the right to acquire upon the exercise of immediately exercisable options. Such options were acquired individually as a result of Mr. Rosen’s service as a director of the Issuer.

The information identified in rows 1-11, and 13 of each of the cover pages for this Schedule 13D is incorporated herein by reference. Such information is based upon 1,163,349 Shares outstanding as of August 8, 2014, as reported by the Issuer on Form 10-Q for the period ended June 30, 2014, as filed with the Securities and Exchange Commission on August 14, 2014.

Roundball entered into a Convertible Loan Agreement on December 30, 2011, pursuant to which the issuer issued a convertible note to Roundball in the principal amount of $466,879.87 (the “Roundball Note”). Pursuant to the Convertible Loan Agreement, Roundball has the right to cause the Issuer to borrow (and issue notes in the amount of such borrowing) up to an additional $466,879.88 (the “Roundball Option”). On December 30, 2012, Roundball entered into an Amendment No. 1 to Convertible Loan Agreement with the Issuer (the “Amendment”) pursuant to which the Issuer may cause Roundball to lend the Issuer up to $250,000 (and the Issuer will issue notes in the amount of such borrowing). Pursuant to the Convertible Loan Agreement, as amended by the Amendment, Roundball has the right to convert the principal amount of any notes issued into Class A Common Shares at a conversion price of $1.85 per share.

In partial consideration for Roundball’s willingness to extend additional credit to the Issuer pursuant to the Amendment, the Issuer issued to Roundball a Warrant to acquire 100,000 shares of Class A Common Stock at an exercise price of $2.50 per share. The Warrant expires on December 30, 2015.

On December 30, 2011, Roundball converted $233,438.55 of the principal balance of the Roundball Note into 126,183 Class A Common Shares. On December 30, 2011, Roundball purchased 68,550 Class A Common Shares in a privately negotiated transaction. On August 20, 2012, Roundball converted $233,441.32 of the principal balance of the Roundball Note into approximately 126,185 Class A Common Shares.

Except as otherwise identified in this Item 5, no other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by Roundball.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Item 6 is amended by including the following disclosure:

Pursuant to terms of the Convertible Loan Agreement, Roundball has certain rights to nominate two director nominees for election and it has nominated Matthew V. Crawford and Steven H. Rosen, who have been elected by the shareholders. Edward Crawford, Mr. Matthew Crawford’s father, also serves as a director of the Issuer. Messrs. Rosen and Edward Crawford have served on the Issuer’s Board of Directors since 2012, and Mr. Matthew Crawford has served since February 2014.

As previously reported, Roundball and the Issuer also entered into a Voting Agreement with the Class B Shareholders of the Issuer dated December 30, 2011, under which the Class B Shareholders of the Issuer have agreed, for a period of three years following the date of the Agreement, to vote in favor of any individuals nominated for election to the Board by Roundball in accordance with the Convertible Loan Agreement. Roundball also agreed under the Voting Agreement to vote in favor of all individuals nominated for election to the Board by the Issuer during that same three-year period. The Voting Agreement expires on December 30, 2014.

Other Matters. Other than as described above or previously reported on the initial Schedule 13D filing by Roundball, as amended, to each Reporting Person’s knowledge, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

Item 7. Material to be Filed as Exhibits.

Item 7 is hereby amended and supplemented:

# Incorporated herein by reference from Schedule 13D Amendment No. 1 filed on January 9, 2012, with the Securities and Exchange Commission.

*Incorporated herein by reference from Schedule 13D Amendment No. 1 filed on January 9, 2013, with the Securities and Exchange Commission.

+Incorporated herein by reference from Form 3/A filed on November 14, 2014 by Matthew V. Crawford with the Securities and Exchange Commission.

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.

Date: November 25, 2014

ROUNDBALL, LLC

By: /s/ Frederick Widen

Name: Frederick Widen

Its:       Manager

THE THREE BEARS TRUST

By: /s/ Molly Z. Brown, power of attorney for Matthew V. Crawford, Trustee

Name:  Matthew V. Crawford

Its:       Trustee

/s/ Molly Z. Brown, power of attorney for Matthew V. Crawford

Matthew V. Crawford

/s/ Steven H. Rosen

Steven H. Rosen

SCHEDULE A

Exhibit 5

JOINT FILING STATEMENT

The undersigned hereby agree that this Statement on Schedule 13D with respect to the Class A Common Shares of Hickok Inc., dated the date hereof, is, and any amendments thereto signed by the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended. This agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together constitute one instrument.

IN WITNESS WHEREOF, the undersigned hereby execute this agreement as of this 25th day of November, 2014.

ROUNDBALL, LLC

By: /s/ Frederick Widen

Name: Frederick Widen

Its:       Manager

THE THREE BEARS TRUST

By: /s/ Molly Z. Brown, power of attorney for Matthew V. Crawford, Trustee

Name:  Matthew V. Crawford

Its:       Trustee

/s/ Molly Z. Brown, power of attorney for Matthew V. Crawford

Matthew V. Crawford

/s/ Steven H. Rosen

Steven H. Rosen