-----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, HfjUPRFrG4aX9Ax5IYH1hJ7aQFBFA2X5pXkm95Iy9bSgXx6ymi7sZ3SOASgQXTJE zMk/+CcY1aVGVkCrLDKnMQ== 0000926044-99-000025.txt : 19990215 0000926044-99-000025.hdr.sgml : 19990215 ACCESSION NUMBER: 0000926044-99-000025 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: X RITE INC CENTRAL INDEX KEY: 0000790818 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 381737300 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-38836 FILM NUMBER: 99534795 BUSINESS ADDRESS: STREET 1: 3100 44TH ST SW CITY: GRANDVILLE STATE: MI ZIP: 49418 BUSINESS PHONE: 6165347663 MAIL ADDRESS: STREET 1: 3100 44TH STREET SW CITY: GRANDVILLE STATE: MI ZIP: 49418 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: THOMPSON D TED CENTRAL INDEX KEY: 0001005793 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3100 44TH ST SW CITY: GRANDVILLE STATE: MI ZIP: 49418 BUSINESS PHONE: 6165347663 MAIL ADDRESS: STREET 1: 3100 44TH STREET SW CITY: GRANDVILLE STATE: MI ZIP: 49418 SC 13G/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 10549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c), and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) (Amendment No. 13)1 X-Rite, Incorporated (Name of Issuer) Common Stock, Par Value $.10 Per Share (Title of Class of Securities) 983857103 (CUSIP Number) December 31, 1998 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ___ Rule 13d-1(b) _X_ Rule 13d-1(c) ___ Rule 13d-1(d) 1 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). (Continues on the following page(s)) Page 1 of 9 Pages CUSIP NO. 983857103 13G Page 2 of 9 Pages 1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) Leonard C. Blanding 2 Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) |X| 3 SEC Use Only 4 Citizenship or Place of Organization United States of America Number of 5 Sole Voting Power 1,437,132 Shares 6 Shared Voting Power Beneficially 0 Owned by 7 Sole Dispositive Power 1,437,132 Each Reporting 8 Shares Dispositive Power Person With 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,457,132 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 6.9% 12 Type of Reporting Person (See Instructions) IN CUSIP NO. 983857103 13G Page 3 of 9 Pages 1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) Lawrence E. Fleming 2 Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) |X| 3 SEC Use Only 4 Citizenship or Place of Organization United States of America Number of 5 Sole Voting Power 1,100,000 Shares 6 Shared Voting Power Beneficially 0 Owned by 7 Sole Dispositive Power 1,100,000 Each Reporting 8 Shares Dispositive Power Person With 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,130,000 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares |X| (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 5.4% 12 Type of Reporting Person (See Instructions) IN CUSIP NO. 983857103 13G Page 4 of 9 Pages 1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) Rufus S. Teesdale 2 Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) |X| 3 SEC Use Only 4 Citizenship or Place of Organization United States of America Number of 5 Sole Voting Power 1,491,093 Shares 6 Shared Voting Power Beneficially 0 Owned by 7 Sole Dispositive Power 1,491,093 Each Reporting 8 Shares Dispositive Power Person With 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,531,093 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 7.3% 12 Type of Reporting Person (See Instructions) IN CUSIP NO. 983857103 13G Page 5 of 9 Pages 1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) D. Ted Thompson 2 Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) |X| 3 SEC Use Only 4 Citizenship or Place of Organization United States of America Number of 5 Sole Voting Power 1,368,300 Shares 6 Shared Voting Power Beneficially 0 Owned by 7 Sole Dispositive Power 1,368,300 Each Reporting 8 Shares Dispositive Power Person With 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 1,508,300 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares |X| (See Instructions) 11 Percent of Class Represented by Amount in Row (9) 7.2% 12 Type of Reporting Person (See Instructions) IN CUSIP NO. 983857103 13G Page 6 of 9 Pages Item 1(a) Name of Issuer: X-Rite, Incorporated Item 1(b) Address of Issuer's Principal Executive Offices: 3100 44th Street, S.W. Grandville, MI 49418 Item 2(a) Name of Person Filing: Leonard C. Blanding Lawrence E. Fleming Rufus S. Teesdale D. Ted Thompson Item 2(b) Address of Principal Business Office or, if None, Residence: Leonard C. Blanding 6600 Tanglewood, S.E. Grand Rapids, MI 49546 Lawrence E. Fleming 6200 Hall Street, S.E. Grand Rapids, MI 49546 Rufus S. Teesdale 3152 E. Gatehouse Drive, S.E. Grand Rapids, MI 49546 D. Ted Thompson 3100 44th Street, S.W. Grandville, MI 49418 Item 2(c) Citizenship: United States of America Item 2(d) Title of Class of Securities: Common Stock, Par Value $.10 Item 2(e) CUSIP Number: 983857103 Item 3 If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c) check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act; (b) [ ] Bank as defined in Section 3(a)(6) of the Act; (c) [ ] Insurance company as defined in Section 3(a)(19) of the Act; (d) [ ] Investment company registered under Section 8 of the Investment Company Act; (e) [ ] An investment advisor registered in accordance with Rule 13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); CUSIP NO. 983857103 13G Page 7 of 9 Pages (g) [ ] A parent holding company or control person, in accordance with Rule 13d-1(b)(ii)(G); (h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J); (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; (j) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. If this statement is filed pursuant to Rule 13d-1(c), check this box [X] 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. Leonard C. Blanding (a) Amount beneficially owned: 1,457,132 (b) Percent of Class: 6.9% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 1,437,132 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 1,437,132 (iv) Shared power to dispose or to direct the disposition of: 0 Note: The amount beneficially owned includes options for 20,000 shares exercisable within 60 days. Lawrence E. Fleming (a) Amount beneficially owned: 1,130,000 (b) Percent of Class: 5.4% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 1,100,000 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 1,100,000 (iv) Shared power to dispose or to direct the disposition of: 0 Note: The amount beneficially owned includes options for 30,000 shares exercisable within 60 days, but does not include 500,000 shares held by a trust for which Mr. Fleming's wife serves as a trustee and as to which Mr. Fleming disclaims beneficial ownership. CUSIP NO. 983857103 13G Page 8 of 9 Pages Rufus S. Teesdale (a) Amount beneficially owned: 1,531,093 (b) Percent of Class: 7.3% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 1,491,093 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 1,491,093 (iv) Shared power to dispose or to direct the disposition of: 0 Note: The amount beneficially owned includes options for 40,000 shares exercisable within 60 days. D. Ted Thompson (a) Amount beneficially owned: 1,508,300 (b) Percent of Class: 7.2% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 1,368,300 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 1,368,300 (iv) Shared power to dispose or to direct the disposition of: 0 Note: The amount beneficially owned includes options for 140,000 shares exercisable within 60 days, but does not include 160,000 shares held by a trust for which Mr. Thompson's wife serves as trustee, as to which Mr. Thompson disclaims beneficial ownership. Item 5 Ownership of Five Percent or Less of a Class: 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 Parent Holding Company: Not applicable Item 8 Identification and Classification of Members of the Group: Not applicable CUSIP NO. 983857103 13G Page 9 of 9 Pages Item 9 Notice of Dissolution of Group: Not applicable Item 10 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. 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 12, 1999 (Date) /s/ Leonard C. Blanding (Signature) Leonard C. Blanding (Name and Title) February 12, 1999 (Date) /s/ Lawrence E. Fleming (Signature) Lawrence E. Fleming (Name and Title) February 12, 1999 (Date) /s/ Rufus S. Teesdale (Signature) Rufus S. Teesdale (Name and Title) February 12, 1999 (Date) /s/ D. Ted Thompson (Signature) D. Ted Thompson (Name and Title) 257991 -----END PRIVACY-ENHANCED MESSAGE-----