-----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, Rxp4h5LED5uDTzOwKKqPjiZ19XwKYj/gFyY+DKviqJRl6Swy1j8WcymjJWXQk4Rd b70dVd5pLr0D/2NC08OlQw== 0000812128-01-000019.txt : 20010205 0000812128-01-000019.hdr.sgml : 20010205 ACCESSION NUMBER: 0000812128-01-000019 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010201 GROUP MEMBERS: LAMPKIN BUTTS GROUP MEMBERS: ROBIN ROBINSON GROUP MEMBERS: ROBINSON ROBIN GROUP MEMBERS: TRUSTMARK NATIONAL BANK SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SANDERSON FARMS INC CENTRAL INDEX KEY: 0000812128 STANDARD INDUSTRIAL CLASSIFICATION: POULTRY SLAUGHTERING AND PROCESSING [2015] IRS NUMBER: 640615843 STATE OF INCORPORATION: MS FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-40009 FILM NUMBER: 1521072 BUSINESS ADDRESS: STREET 1: 225 N 13TH AVE STREET 2: PO BOX 988 CITY: LAUREL STATE: MS ZIP: 39441 BUSINESS PHONE: 6016494030 MAIL ADDRESS: STREET 1: 225 N 13TH AVENUE STREET 2: PO BOX 988 CITY: LAUREL STATE: MS ZIP: 39441 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROBINSON ROBIN CENTRAL INDEX KEY: 0001055985 STANDARD INDUSTRIAL CLASSIFICATION: POULTRY SLAUGHTERING AND PROCESSING [2015] STATE OF INCORPORATION: MS FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 225 N 13TH AVE STREET 2: PO BOX 988 CITY: LAUREL STATE: MS ZIP: 39441 BUSINESS PHONE: 6016494030 MAIL ADDRESS: STREET 1: 225 N 13TH AVENUE STREET 2: PO BOX 988 CITY: LAUREL STATE: MS ZIP: 39441 SC 13G 1 0001.txt SCHEDULE 13G FOR TRUSTEES OF ESOP UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* SANDERSON FARMS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 800013 (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing 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 beneficially ownership of five percent or less of such class.) (See Rule 13d-7). *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 "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. 800013 13G Page 2 of 11 Pages 1. NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Robin Robinson ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Yes 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES 5. SOLE VOTING POWER 6,678 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 1,167,254 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,167,254 (See Item 4 of this Schedule 13G) 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES NOT APPLICABLE 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 8.57% 12. TYPE OF REPORTING PERSON* INDIVIDUAL CUSIP NO. 800013 13G Page 3 of 11 Pages 1. NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lampkin Butts ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Yes 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES 5. SOLE VOTING POWER 27,770 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 3,953 8. SHARED DISPOSITIVE POWER 1,167,254 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,204,957 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES NOT APPLICABLE 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 8.84% 12. TYPE OF REPORTING PERSON* INDIVIDUAL CUSIP NO. 800013 13G Page 4 of 11 Pages 1. NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON TRUSTMARK NATIONAL BANK 64-0180810 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Yes 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 1,167,254 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,167,254 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES NOT APPLICABLE 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 8.57% 12. TYPE OF REPORTING PERSON* BANK CUSIP NO.: 800013 Page 5 of 11 Pages Schedules 13G Item 1(a). Name of Issuer: Sanderson Farms, Inc. (The "Company") Item 1(b). Address of Issuer's Principal Executive Offices: 225 N. 13th Avenue Laurel, Mississippi 39440 Item 2(a). Name of Persons Filing: Lampkin Butts Robin Robinson Trustmark National Bank Item 2(b). Address of Principal Business Office or, if none, Residence: For Trustmark National Bank 415 N. Magnolia Street Laurel, Mississippi 39440. The principal business address for each reporting person other than Trustmark National Bank is: 225 N. 13th Avenue Laurel, Mississippi 39440 Item 2(c). Citizenship: Lampkin Butts and Robin Robinson are United States citizens. Trustmark National Bank is a bank organized under the laws of the United States. Item 2(d). Title of Class of Securities: Common Stock, $1.00 per share par value. CUSIP NO.: 800013 Page 6 of 11 Pages Item 2(e). Cusip Number: 800013 Item 3. Not Applicable. Item 4. Ownership The paragraphs below set forth information for each of the reporting persons with respect to the following: (a) amount beneficially owned; (b) percent of class; and (c) number of shares as to which such person has: (i) sole power to vote or to direct the vote; (ii) shared power to vote or to direct the vote; (iii)sole power to dispose or to direct the disposition of; (iv) shared power to dispose or to direct the disposition of. 1. Lampkin Butts, Robin Robinson and Trustmark National Bank are the trustees of the Employee Stock Ownership Plan and Trust of Sanderson Farms, Inc. and Affiliates (the "ESOP"), which is the record owner of 1,167,254 shares of common stock of the Company. Trustmark National Bank and Mr. Butts and Ms. Robinson, in their respective capacities as trustees of the ESOP, share with each other investment power with respect to those shares of common stock and therefore are each deemed to beneficially own, under applicable regulations of the Securities and Exchange Commission, the 1,167,254 shares of common stock owned of record by the ESOP. The participants in the ESOP exercise sole voting power as to the 1,167,254 shares allocated to their respective accounts under the ESOP. 2. See note (1) above for a description of the nature of Ms. Robinson's beneficial ownership of the 1,167,254 shares of common stock owned of record by the ESOP. Ms. Robinson, pursuant to Rule 13d-4, disclaims beneficial ownership of all shares of common stock owned of record by the ESOP, except the 6,678 shares allocated to her individual account. There are 6,678 shares allocated to Ms. Robinson's account in the Company's ESOP, with respect to which Ms. Robinson has sole voting power, but over which she shares investment power with the other trustees of the ESOP. CUSIP NO.: 800013 Page 7 of 11 Pages 3. See note (1)for a description of the nature of Mr. Butts' beneficial ownership of the 1,167,254 shares of common stock owned of record by the ESOP. The amount in the table also includes 3,773 shares owned of record by Mr. Butts, and 80 shares held as custodian for a minor child, over which he exercises sole voting and investment power. With respect to the 23,817 shares allocated to his account under the Company's ESOP, Mr. Butts has sole voting power, but shares investment power with the other trustees of the ESOP. The amount beneficially owned by Mr. Butts also includes 33,750 options to purchase shares owned by Mr. Butts under the Company's Stock Option Plan, which options to purchase such shares were exercisable on the date of this filing, and the exercise price of which options were higher than the market price of that date. Mr. Butts, pursuant to Rule 13d-4, disclaims beneficial ownership of all shares of common stock owned of record by the ESOP, except the 23,817 shares allocated to his individual account, and the 80 shares held as custodian. 4. Trustmark National Bank beneficially owns 1,167,254 shares of common stock of the Company, which amount represents 8.57% of the outstanding shares of common stock of the Company. See note (A) for a description of the nature of Trustmark National Bank's beneficial ownership of the 1,167,254 shares of common stock owned of record by the ESOP. Trustmark National Bank, pursuant to Rule 13d-4, disclaims beneficial ownership of all shares of common stock owned of present by the ESOP, which constitute all shares of common stock reported as beneficially owned by it. Item 5. Ownership of Five Percent or Less of a Class: Not Applicable. CUSIP NO.: 800013 Page 8 of 11 Pages 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: 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. Material to be filed as Exhibits: Exhibit Description 1 Agreement of Joint Filing CUSIP NO.: 800013 Page 9 of 11 Pages SIGNATURES 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: January 31, 2001 /s/Lampkin Butts Lampkin Butts Individually and in his capacity as a trustee of the Employee Stock Ownership Plan and Trust of Sanderson Farms, Inc. and Affiliates /s/Robin Robinson Robin Robinson Individually and in her capacity as a trustee of the Employee Stock Ownership Plan and Trust of Sanderson Farms, Inc. and Affiliates TRUSTMARK NATIONAL BANK, In its capacity as a trustee of the Employee Stock Ownership Plan and Trust of Sanderson Farms, Inc. and Affiliates BY: /s/Charles Windham, Jr. Charles Windham, Jr. ITS: Vice President and Trust Officer CUSIP NO.: 800013 Page 10 of 11 Pages EXHIBIT INDEX EXHIBIT DESCRIPTION 1 Agreement of Joint Filing CUSP NO.: 800013 Page 11 of 11 Pages The undersigned hereby agree, pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934, as amended, that the foregoing Schedule 13G relating to the beneficial ownership of shares of the common stock, $1.00 per share par value, of Sanderson Farms, Inc. is filed on behalf of each of the undersigned. Each of the undersigned acknowledges responsibility for the timely filing of this Schedule and any amendments and for the completeness and accuracy of the information contained herein with respect to such person. This Agreement of Joint Filing may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Dated this 31st day of January, 2001. /s/Lampkin Butts Lampkin Butts Individually and in his capacity as a trustee of the Employee Stock Ownership Plan and Trust of Sanderson Farms, Inc. and Affiliates /s/Robin Robinson Robin Robinson Individually and in her capacity as a trustee of the Employee Stock Ownership Plan and Trust of Sanderson Farms, Inc. and Affiliates TRUSTMARK NATIONAL BANK, In its capacity as a trustee of the Employee Stock Ownership Plan and Trust of Sanderson Farms, Inc. and Affiliates BY: /s/Charles Windham, Jr. Charles Windham, Jr. ITS: Vice President and Trust Officer -----END PRIVACY-ENHANCED MESSAGE-----