-----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, ESyGLAeKEc9dcyW9gyRyWd5axevpAgQu+lTZ8WV6Ryw6RkAoHLLd5p03RGWApm4w pHPHuetaCCPsBOvp0OTNMQ== 0000897069-01-000100.txt : 20010213 0000897069-01-000100.hdr.sgml : 20010213 ACCESSION NUMBER: 0000897069-01-000100 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: JOHNSON OUTDOORS INC CENTRAL INDEX KEY: 0000788329 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 391536083 STATE OF INCORPORATION: WI FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-39084 FILM NUMBER: 1532704 BUSINESS ADDRESS: STREET 1: 1326 WILLOW RD CITY: STURTEVANT STATE: WI ZIP: 53177 BUSINESS PHONE: 4148841500 MAIL ADDRESS: STREET 1: 1326 WILLOW RD STREET 2: STE400 CITY: STURTEVANT STATE: WI ZIP: 53177 FORMER COMPANY: FORMER CONFORMED NAME: JOHNSON WORLDWIDE ASSOCIATES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JOHNSON LEIPOLD HELEN P CENTRAL INDEX KEY: 0000917324 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: J/K MANAGEMENT SERVICES INC STREET 2: 4041 NORTH MAIN ST CITY: RACINE STATE: WI ZIP: 53402 BUSINESS PHONE: 4142893757 MAIL ADDRESS: STREET 1: C/OJ/K MANAGEMENT SERVICES INC STREET 2: 4041 N MAIN STREET CITY: RACINE STATE: WI ZIP: 53402 SC 13D/A 1 0001.txt SCHEDULE 13D AMENDMENT 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* JOHNSON OUTDOORS INC. --------------------- (Name of Issuer) Class A Common Stock, $.05 par value ------------------------------------ (Title of Class of Securities) 479254 10 4 -------------- (CUSIP Number) Linda L. Sturino, 4041 North Main Street, Racine, Wisconsin 53402 (414) 631-2503 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 17, 2001 ------------------------------------------------------ (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 ss.ss.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 ss.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). - ----------------------------- ------------------------- CUSIP No. 479254 10 4 Page 2 of 7 Pages - ----------------------------- ------------------------- ================================================================================ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Helen P. Johnson-Leipold - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_| (b)|X| - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* OO - Available funds from a Grantor Trust - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |_| Not Applicable - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 380,190(1) ------------------------------------------------------------ BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 1,172,208(2) ------------------------------------------------------------ EACH 9 SOLE DISPOSITIVE POWER REPORTING 380,190(1) ------------------------------------------------------------ PERSON 10 SHARED DISPOSITIVE POWER WITH 1,172,208(2) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,552,398(2) - -------------------------------------------------------------------------------- 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) 19.1% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN ================================================================================ *SEE INSTRUCTIONS BEFORE FILLING OUT! (1) Includes options to acquire shares of Class A Common Stock which are exercisable within 60 days and shares of Class A Common Stock held in the reporting person's 401(k) plan as of December 31, 2000. (2) Takes into account shares of Class B Common Stock beneficially owned by the reporting person which are convertible in Class A Common Stock on a share-for-share basis. Item 1. Security and Issuer ------------------- Class A Common Stock, $.05 par value Johnson Outdoors Inc. 1326 Willow Road Sturtevant, Wisconsin 53177 Item 2. Identity and Background ----------------------- This statement is being filed by Helen P. Johnson-Leipold. Certain information regarding the foregoing person is set forth below. (a)-(b) Name and Business Address ------------------------- Helen P. Johnson-Leipold 4041 N. Main Street Racine, Wisconsin 53402 (c) Principal Occupation and Employment ----------------------------------- Chairman and Chief Executive Officer of Johnson Outdoors Inc. Principal Business/Name, Address and Principal Business of Employer ------------------------------------------------------------------- Johnson Outdoors Inc. 1326 Willow Road Sturtevant, Wisconsin 53177 Manufacturer and marketer of recreational products. (d)-(e) During the last five years, the reporting person has not been convicted in a criminal proceeding or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violation of, or prohibiting or mandating activities subject to federal or state securities laws or finding any violation with respect to such laws. (f) Citizenship ----------- United States Item 3. Source and Amount of Funds or Other Consideration. ------------------------------------------------- Ms. Johnson-Leipold used available funds from a Grantor Trust to purchase the recently acquired 80,000 shares of Class A Common Stock, $.05 par value ("Class A Common Stock"), of Johnson Outdoors Inc. (the Page 3 of 7 Pages "Company") at $6.00 per share. The reporting person did not borrow any funds to acquire the shares. See Item 4 to the original Schedule 13D filed on January 10, 1994 for additional information concerning the other shares of Class A Common Stock and the shares of Class B Common Stock, $.05 par value, of the Company ("Class B Common Stock") beneficially owned by Ms. Johnson-Leipold. Item 4. Purpose of Transaction. ---------------------- Ms. Johnson-Leipold acquired 80,000 shares of Class A Common Stock for investment purposes. The reporting person has no plans or proposals which relate to or would result in: (a) The acquisition by any person of additional securities of the Company, or the disposition of securities of the Company; (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries: (c) A sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (d) Any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) Any material change in the present capitalization or dividend policy of the Company; (f) Any other material change in the Company's business or corporate structure; (g) Changes in the Company's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any other person; (h) Causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) A class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) Any action similar to any of those enumerated above. Page 4 of 7 Pages Item 5. Interest in Securities of the Issuer. ------------------------------------ (a)-(b) Information concerning the amount and percentage of shares of Class A Common Stock beneficially owned by the reporting person is set forth below.
Sole Shared Voting and Voting and Aggregate Percentage of Reporting Dispositive Dispositive Beneficial Outstanding Person Power Power Ownership Shares ------ ----- ----- --------- ------ Helen P. Johnson-Leipold 380,190(1) 1,172,208(2) 1,552,398(1)(2) 19.1%
- --------------- (1) Includes options to acquire 71,667 shares of Class A Common Stock, which options are exercisable within 60 days, and 1,911 shares of Class A Common Stock held in the reporting persons 401(k) plan as of December 31, 2000. (2) Includes shares of Class B Common Stock which are convertible at any time on a one-for-one basis into shares of Class A Common Stock. Ms. Johnson-Leipold shares voting and dispositive power with respect to certain shares with Samuel C. Johnson, Imogene P. Johnson, S. Curtis Johnson, JWA Consolidated, Inc. and Johnson Trust Company. Certain information with respect to such persons is set forth below.
Name and Business Principal Occupation Name, Address and Address and Employment Principal Business ------- -------------- ------------------ Imogene P. Johnson None None 4041 N. Main Street Racine, WI 53402 Citizenship: United States Samuel C. Johnson Retired None 4041 N. Main Street Racine, WI 53402 Citizenship: United States S. Curtis Johnson Chairman-Worldwide Professional S.C. Johnson & Son, Inc. 4041 N. Main Street 1525 Howe Street Racine, WI 53402 Racine, WI 53403 Citizenship: United States JWA Consolidated, Inc. Not applicable Holding company for purposes of 4041 N. Main Street owning stock of Company Racine, WI 53402 State of Organization: Delaware Page 5 of 7 Pages Name and Business Principal Occupation Name, Address and Address and Employment Principal Business ------- -------------- ------------------ Johnson Trust Company Not Applicable Bank and Trust Company 4041 N. Main Street Racine, WI 53402 State of Organization: Wisconsin
During the last five years, none of the above persons have been convicted in a criminal proceeding or has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violation of, or prohibiting or mandating activities subject to federal or state securities laws or finding any violation with respect to such laws. (c) On December 22, 2000, Ms. Johnson-Leipold acquired in the open market 66,350 shares of Class A Common Stock at $5.8125 per share. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With ------------------------------------------------------------- Respect to Securities of the Issuer. ----------------------------------- See Item 4 in the original Schedule 13D filed on January 10, 1994. Item 7. Material to be Filed as Exhibits. -------------------------------- Exhibit 9: Johnson Outdoors Inc. Class B Common Stock Voting Trust [Filed with the original Schedule 13D filed on January 10, 1994] Page 6 of 7 Pages 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 6, 2001 /s/ Helen P. Johnson-Leipold - ---------------- --------------------------------- Date Helen P. Johnson-Leipold Page 7 of 7 Pages -----END PRIVACY-ENHANCED MESSAGE-----