-----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, AVriL1FNSiDNeMFN99fuQFPIO68cTNLr+iaJUquWZ1eniu8i8FNH3fAUIuTNyLS5 WJ5EIWoyHEngeWL1bxVfyg== 0001068144-00-000141.txt : 20001220 0001068144-00-000141.hdr.sgml : 20001220 ACCESSION NUMBER: 0001068144-00-000141 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001219 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FRANKLIN ELECTRIC CO INC CENTRAL INDEX KEY: 0000038725 STANDARD INDUSTRIAL CLASSIFICATION: MOTORS & GENERATORS [3621] IRS NUMBER: 350827455 STATE OF INCORPORATION: IN FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-34159 FILM NUMBER: 791548 BUSINESS ADDRESS: STREET 1: 400 E SPRING ST CITY: BLUFFTON STATE: IN ZIP: 46714 BUSINESS PHONE: 2198242900 MAIL ADDRESS: STREET 1: 400 E SPRING STREET CITY: BLUFFTON STATE: IN ZIP: 46714 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NEUBERGER BERMAN INC CENTRAL INDEX KEY: 0001068144 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 061523639 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 605 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10158 BUSINESS PHONE: 2124769000 MAIL ADDRESS: STREET 1: 605 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10158 SC 13D/A 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities and Exchange Act of 1934 (Amendment No. 2 ) Name of Issuer: Franklin Electric Co., Inc. Title of Class of Securities: Common Cusip Number: 353514102 Name, Address and Telephone Number of Person authorized to receive notices and communications: Kenneth E. Leopold, Associate General Counsel, c/o Neuberger Berman, 605 Third Avenue, NY, NY 10158 Date of Event which requires Filing of this statement: December 5, 2000 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 * 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 13 D CUSIP NO. 353514102 1.Name of Reporting Person S.S. or IRS identification NO. of Above Person Marvin Schwartz SS # ###-##-#### 2.Check the appropriate box if a member of a group* a b 3. Sec use only 4.Source of funds* P.F.O.O. 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. 7. Sole Voting Power 296,160 8.Shared voting power 0 9.Sole dispositive power 296,160 10. Shared dispositive power 80,986 11. Aggregate amount beneficially owned by each reporting person 377,146 12.Check box if the aggregate amount in row 11 excludes certain shares* 13. Percent of class represented by amount in row 11. 6.79% 14.Type of reporting person* IN ITEM 1 Security and Issuer This statement related to the common stock (the "shares") of Franklin Electric Co., Inc. (the "Company"). The Address of the principal executive offices of the company is 400 East Spring Street, Bluffton, Indiana 46714. ITEM 2 Identity and Background A) The name of the individual filing this statement is Marvin Schwartz B) The business address of Marvin Schwartz is: c/o Neuberger Berman, LLC, 605 Third Avenue, New York, New York 10158- 3698. C) Marvin Schwartz is a Managing Director of Neuberger Berman, LLC, a limited liability company organized under the laws of the State of Delaware. Neuberger Berman, LLC is a registered broker/dealer and registered investment advisor which conducts a general brokerage, dealer and investment advisory business. This filing is made by Mr. Schwartz individually and not in his capacity as Managing Director of Neuberger Berman, LLC. The shares are held individually by Mr. Schwartz and others. The firm of Neuberger Berman, LLC has no voting or dispositive power regarding these shares. D) During the last five years Marvin Schwartz has not been convicted in a criminal proceeding(excluding traffic violations or similar misdemeanors). E) During the last five years Marvin Schwartz has not been a party to a civil proceeding as a result of which he is subject to judgement, decree or order enjoining future violations of or prohibiting or mandating activited subject to Federal or State securities laws or finding any violation with respect to such laws. F) Marvin Schwartz is a United States citizen. ITEM 3 Source and Amounts of Funds Marvin Schwartz now owns 296,160 shares for his personal account. Since the transactions reported in Mr. Schwartz's Schedule 13D of 9/24/93. In addition, Marvin Schwartz beneficially owns 80,986 shares as follows: 80,986 shares are held in street name as a part of several accounts for the benefit of Marvin Schwartz's family. Marvin Schwartz is a beneficial owner of these 80,986 shares based on his discretionary and shared dispositive power over these accounts. ITEM 4 Purpose of Transaction Marvin Schwartz purchased the shares for investment purposes only. He does not have any plans or proposals which relate to or would result in any of the activities or matters referred to in paragraphs (a) through (j), inclusive of item 4 of Schedule 13D. ITEM 5 Interest in Securities of the Issuer A) Marvin Schwartz is the beneficial owner of 377,146 shares which represents 6.79% of the 5,553,567 shares outstanding. B) Marvin Schwartz has the sole power to dispose of 296,160 shares and has shared dispositive power with regard to 80,986 shares. Marvin Schwartz has sole voting power with regard to 296,160 shares and has shared voting power with regard to 0 shares. C) During the 60 surrounding the event triggering this filing, Marvin Schwartz effected 2 open market transactions in the shares. The trade dates and prices are noted below: Trade Date B/S Shares Price 12/05/00 S 2,500 67.24 12/07/00 S 1,900 65.1118 In addition, Mr. Schwartz made the following gifts of FELE: 08/11/99 10,000 shares *see footnote 12/31/99 10,000 Shares *see footnote *On 8/11/99 and 12/31/99 Mr. Schwartz gifted a total of 20,000 shares of FELE to the Jewish Communal Fund a charitable organization. ITEM 6 Contracts, Agreements, Understandings or Relationship with Respect to Securities of Issuer There are no agreements, contracts or understandings of any kind between Marvin Schwartz and any other person with regard to the shares or the issuer. ITEM 7 Material to be filed as Exhibits There are no materials to be filed as exhibits. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Signatures After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: Marvin Schwartz -----END PRIVACY-ENHANCED MESSAGE-----