-----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, U/rbNUp4nzGK0rYBkwudl8Zfm5wUjHziNewGOtdmhT1cp9Hd/AAJQrElwviBnupD /l/Ys1kSD0izFZBVD/9kuQ== 0001104659-05-004853.txt : 20050209 0001104659-05-004853.hdr.sgml : 20050209 20050209124824 ACCESSION NUMBER: 0001104659-05-004853 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050209 DATE AS OF CHANGE: 20050209 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DEMOREST ROBERT L CENTRAL INDEX KEY: 0001239192 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 2235 VALE CREST CITY: MINNEAPOLIS STATE: MN ZIP: 55422 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MOCON INC CENTRAL INDEX KEY: 0000067279 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 410903312 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-41518 FILM NUMBER: 05587570 BUSINESS ADDRESS: STREET 1: 7500 BOONE AVE N CITY: MINNEAPOLIS STATE: MN ZIP: 55428 BUSINESS PHONE: 6124936370 MAIL ADDRESS: STREET 1: 7500 BOONE AVE N STREET 2: 7500 BOONE AVE N CITY: MINNEAPOLIS STATE: MN ZIP: 55428 FORMER COMPANY: FORMER CONFORMED NAME: MODERN CONTROLS INC DATE OF NAME CHANGE: 19920703 SC 13G 1 a05-2926_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934
(Amendment No.
    )*

 

MOCON, INC.

(Name of Issuer)

 

Common Stock, $0.10 Par Value

(Title of Class of Securities)

 

607494 10 1

(CUSIP Number)

 

December 31, 2004

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

ý

Rule 13d-1(d)

 

*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 the disclosures provided in a prior cover page.

 

The information required in 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).

 



 

 

CUSIP No.  607494 10 1

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Robert L. Demorest

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
194,950 (see Item 4)

 

6.

Shared Voting Power 
118,675 (see Item 4)

 

7.

Sole Dispositive Power 
194,950 (see Item 4)

 

8.

Shared Dispositive Power
118,675 (see Item 4)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
313,625 (see Item 4)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
Not Applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.7%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

2



 

Item 1.

 

(a)

Name of Issuer
The name of the issuer is MOCON, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
The address of the principal executive offices of MOCON is 7500 Boone Avenue North, Minneapolis, Minnesota 55428.

 

Item 2.

 

(a)

Name of Person Filing
This Schedule 13G is being filed by and on behalf of Robert L. Demorest.

 

(b)

Address of Principal Business Office or, if none, Residence
The address of Mr. Demorest’s principal place of business is 7500 Boone Avenue North, Minneapolis, Minnesota 55428.

 

(c)

Citizenship
Mr. Demorest is a United States citizen.

 

(d)

Title of Class of Securities
The class of equity securities to which this Statement relates is the common stock, $0.10 par value per share, of MOCON, Inc.

 

(e)

CUSIP Number
The CUSIP number of the common stock is 607494 10 1.

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

3



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:

Mr. Demorest’s beneficial ownership includes:  (1) 118,675 shares of common stock beneficially owned by Mr. Demorest and his wife jointly and 31,450 shares of common stock directly held by Mr. Demorest and (2) 163,500 shares of common stock issuable upon exercise of stock options exercisable within 60 days.

 

(b)

Percent of class:

5.7%.  The foregoing percentage is calculated based on the 5,308,227 shares of common stock reported to be outstanding by MOCON on its most recently filed quarterly report on Form 10-Q for the quarter ended September 30, 2004.

 

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

194,950

 

 

(ii)

Shared power to vote or to direct the vote    

118,675

 

 

(iii)

Sole power to dispose or to direct the disposition of   

194,950

 

 

(iv)

Shared power to dispose or to direct the disposition of   

118,675

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

 

Not Applicable.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

Not Applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

Not Applicable.

 

Item 8.

Identification and Classification of Members of the Group

 

Not Applicable.

 

Item 9.

Notice of Dissolution of Group

 

Not Applicable.

 

Item 10.

Certification

 

Not Applicable.

 

4



 

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.

 

 

February 9, 2005

 

Date

 


/s/  Robert L. Demorest

 

Signature

 


Robert L. Demorest

 

Name/Title

 

5


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