-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, bo6iScGH0YmHKZ23oZRUZurHbtUffq/yH0BuADb8yxvGZc709xiEavIG6ycvNV6A SKoFefDIixP35XkS81E6Eg== 0000003327-95-000019.txt : 19950222 0000003327-95-000019.hdr.sgml : 19950222 ACCESSION NUMBER: 0000003327-95-000019 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950221 SROS: NYSE GROUP MEMBERS: BEL JANUARY 1995 TRUST GROUP MEMBERS: LAVIN BERNICE E SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALBERTO CULVER CO CENTRAL INDEX KEY: 0000003327 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 362257936 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-10375 FILM NUMBER: 95513977 BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVE CITY: MELROSE PARK STATE: IL ZIP: 60160 BUSINESS PHONE: 7084503000 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LAVIN BERNICE E CENTRAL INDEX KEY: 0000904860 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 MAIL ADDRESS: STREET 1: 2525 ARMITAGE AVENUE CITY: MELROSE PARK STATE: IL ZIP: 60160 SC 13D/A 1 B. LAVIN 13D - AMEND 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* ALBERTO-CULVER COMPANY (Name of Issuer) CLASS A COMMON STOCK, $.22 PAR VALUE PER SHARE (Title of Class of Securities) 013068200 (CUSIP Number) Marshall E. Eisenberg (312) 269-8020 Bernice E. Lavin (708) 450-3101 NEAL GERBER & EISENBERG 2525 Armitage Avenue Two North LaSalle Street, Suite 2200 Melrose Park, Illinois 60160 Chicago, Illinois 60602 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 3, 1995 (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 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 five percent or less 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 disclosure 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). 13D CUSIP NO. 013068200 Page 2 of 6 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Bernice E. Lavin 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable. 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. citizen NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 3,036,355** 8 SHARED VOTING POWER 939,797** 9 SOLE DISPOSITIVE POWER 3,036,355** 10 SHARED DISPOSITIVE POWER 939,797** 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,976,152** 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * X Excluded are 412,852 Class A shares and 1,027,251 Class B shares held directly by Lavin's spouse and 449,353 and 2,000,000 Class B shares held by Lavin's spouse as co-trustee of two trusts for his benefit. Lavin disclaims beneficial ownership of such shares. 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 27.61%** 14 TYPE OF REPORTING PERSON * IN ** Includes shares of Class B Common Stock, $.22 par value per share ("Class B shares"), which are immediately convertible at the holder's option on a share for share basis into Class A shares. 13D CUSIP NO. 013068200 Page 3 of 6 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON BEL January 1995 Grantor Annuity Trust 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) (b) x 3 SEC USE ONLY 4 SOURCE OF FUNDS * Not applicable 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Illinois Trust NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 2,000,000** 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 2,000,000** 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,000,000** 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES * Not applicable. 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11). 15.46% 14 TYPE OF REPORTING PERSON * 00 ** Includes Class B shares which are immediately convertible at the holder's option on a share for share basis into Class A shares. CUSIP No. 013068200 SCHEDULE 13D Page 4 of 6 Item 1. Security and Issuer. Title of Class of Securities: Class A common stock, $.22 par value per share ("Class A shares") Name and Address of Issuer: Alberto-Culver Company 2525 Armitage Avenue Melrose Park, IL 60160 Item 2. Identity and Background. (a) Name of Person Filing: (1) Bernice E. Lavin ("Lavin") (2) BEL January 1995 Grantor Annuity Trust ("BEL January Trust") (b) Address: 1) and 2) c/o Bernice E. Lavin 2525 Armitage Avenue Melrose Park, IL 60160 (c) Principal Business: (1) Lavin, an individual, is a Director, Vice Chairman, Secretary and Treasurer of the Company (2) Trust Administration (d) Prior Criminal Convictions: None (e) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None (f) Place of Organization: (1) U.S. Citizen (2) Illinois trust Item 3. Source and Amount of Funds or Other Consideration. Not applicable. On April 11, 1994, 1,100,000 Class B shares were transferred to Lavin as beneficiary of the Bernice E. Lavin Grantor Annuity Trust dated 1/28/93 for her benefit. On April 11, 1994, Lavin transferred 1,600,000 Class B shares to herself and Bernick as co-trustees of the BEL April, 1994 Grantor Annuity Trust for Lavin's benefit (the "BEL April Trust"). On December 8, 1994, an aggregate of 1,012,019 shares of Class B common stock were transferred to Lavin individually as beneficiary of each of the BEL April Trust and the BEL Grantor Annuity Trust dated 10/1/93 for her benefit, respectively. On January 3, 1995, Lavin transferred 2,000,000 Class B shares to herself and Carol L. Bernick ("Bernick") as co-trustees of the BEL January Trust. Under the terms of the BEL January Trust, Lavin has sole voting and investment power with respect to the shares held by the trust. All of the above transactions have been previously reported on the appropriate Schedule 13Ds. Item 4. Purpose of Transaction. Transfers of securities were caused by trust funding and for the Lavin family's estate planning rather than corporate purposes. They were not transferred for purposes of effecting any of the actions listed in this item. Item 5. Interest in Securities of the Issuer. (a) Amount of Class A Shares Beneficially Owned (as of January 3, 1995): 3,976,152 shares total: 524,827 Class B shares held directly; 449,353 Class B shares held as co-trustee of the BEL April, 1994 Grantor Annuity Trust, for Lavin's benefit (the "BEL April Trust"); 2,000,000 Class B shares held as co-trustee of the BEL January Trust; 50,100 Class A shares and 150,300 Class B shares held as co-trustee of a trust for the benefit of Bernick; 184,664 Class A shares and 326,864 Class B shares held as trustee of trusts for the benefit of Lavin's adult children and grandchildren; and 278,044 Class A shares and 12,000 Class B shares held by the Lavin Family Foundation (a charitable foundation of which Lavin is the Treasurer and a Director). CUSIP No. 013068200 SCHEDULE 13D Page 5 of 6 (b) Percentage of Class A common stock Beneficially Owned (as of January 3, 1995)*: 27.61% total: 4.58% directly; 3.95% as co-trustee of the BEL April Trust; 15.46% as co-trustee of the BEL January Trust; 1.8% as co-trustee of the trust for the benefit of Bernick; 4.54% as trustee of trusts for the benefit of Lavin's adult children and grandchildren and 2.65% by the Lavin Family Foundation (based on 10,940,209 Class A shares outstanding as of December 31, 1994). * Pursuant to Rule 13d-3(d)(1)(i) of the Securities Exchange Act of 1934, as amended, the following calculations assume that all Class B shares beneficially owned by Lavin have been converted into Class A shares. (c) Number of Shares as to Which Such Person Has: Lavin BEL January Trust (i) Sole power to vote: 3,036,355 2,000,000 (ii) Shared power to vote: 939,797 -0- (iii) Sole power to dispose: 3,036,355 2,000,000 (iv) Shared power to dispose: 939,797 -0- The above shares shown as owned by the BEL January Trust are reflected as sole power of Lavin and the trust because Lavin has sole voting and investment power with respect to the shares held by the trust. 524,827 Class B shares held directly; 2,000,00 Class B shares held as co-trustee of the BEL January Trust; 184,664 Class A shares and 326,864 Class B shares held as sole trustee of trusts for the benefit of Lavin's children and grandchildren. Lavin does not hold any shares of Class A Common Stock directly. 449,353 Class B shares held as co-trustee of the BEL April Trust; 278,044 Class A shares and 12,000 Class B shares held by Lavin Family Foundation; and 50,100 Class A shares and 150,300 Class B shares held as co-trustee of a trust for the benefit of one of Lavin's adult children. Lavin shares the power to vote and dispose of the 278,044 Class A shares and 12,000 Class B shares held by Lavin Family Foundation with her husband, Leonard H. Lavin, and one of her adult children, Carol L. Bernick. Lavin is co-trustee together with Carol L. Bernick of a trust for the benefit of Lavin which holds 449,353 Class B shares and a trust for the benefit of Bernick which holds 50,100 Class A shares and 150,300 Class B shares. The following information is presented with respect to Leonard H. Lavin and Carol L. Bernick, respectively. (a) Name of Person: Leonard H. Lavin Carol L. Bernick (b) Address: 2525 Armitage Avenue Melrose Park, Illinois 60160 (c) Principal Business: Leonard H. Lavin, an individual, is a Director and the Chairman of the Company. Carol L. Bernick, an individual, is a Director and Executive Vice President of the Company and President of Alberto- Culver USA, Inc. (d) Prior Criminal Convictions: None. (e) Prior Civil Proceedings With Respect to Federal or State Securities Laws: None. (f) Place of Organization: U.S. Citizen. CUSIP No. 013068200 SCHEDULE 13D Page 6 of 6 An additional 412,852 Class A shares and 3,476,604 Class B shares (which are not included above) are held by Lavin's husband directly and as co-trustee of trusts for his benefit. Lavin disclaims beneficial ownership of such shares. (c) On December 8, 1994, Lavin's husband transferred by gift 175,000 Class A shares to Lavin Family Foundation. (d) None. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Material to be Filed as Exhibits. None. 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: February 17, 1995 Signature: /S/ Name/Title: Bernice E. Lavin, individually; and as co-trustee of the BEL January 1995 Trust; and as co-trustee of a trust, and as sole trustee of trusts, for the benefit of her children and grandchildren -----END PRIVACY-ENHANCED MESSAGE-----