-----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, K/tYSdM3TiS7q+Kc8Y6VK2SWU6nx2h4td0ZkKVTeVMtAaXfitelGrwQNcIrSMbUt vcuxlh+Em2wcy2rLBGYEBQ== 0001474506-10-000023.txt : 20100311 0001474506-10-000023.hdr.sgml : 20100311 20100310175852 ACCESSION NUMBER: 0001474506-10-000023 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100311 DATE AS OF CHANGE: 20100310 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PATRIOT TRANSPORTATION HOLDING INC CENTRAL INDEX KEY: 0000844059 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING & COURIER SERVICES (NO AIR) [4210] IRS NUMBER: 592924957 STATE OF INCORPORATION: FL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-40400 FILM NUMBER: 10671717 BUSINESS ADDRESS: STREET 1: 501 RIVERSIDE AVE STREET 2: SUITE 500 CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: 9043965733 MAIL ADDRESS: STREET 1: 501 RIVERSIDE AVE STREET 2: SUITE 500 CITY: JACKSONVILLE STATE: FL ZIP: 32202 FORMER COMPANY: FORMER CONFORMED NAME: FRP PROPERTIES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PATRIOT TRANSPORTATION HOLDING INC CENTRAL INDEX KEY: 0000844059 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING & COURIER SERVICES (NO AIR) [4210] IRS NUMBER: 592924957 STATE OF INCORPORATION: FL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 501 RIVERSIDE AVE STREET 2: SUITE 500 CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: 9043965733 MAIL ADDRESS: STREET 1: 501 RIVERSIDE AVE STREET 2: SUITE 500 CITY: JACKSONVILLE STATE: FL ZIP: 32202 FORMER COMPANY: FORMER CONFORMED NAME: FRP PROPERTIES INC DATE OF NAME CHANGE: 19920703 SC 13G 1 schedule13g.txt SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Patriot Transportation Holding, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 70337B102 (CUSIP Number) February 25, 2010 (Date of Event Which Requires Filing of this Statement) Daniel B. Nunn, Jr. Fowler White Boggs P.A. 50 North Laura Street Suite 2800 Jacksonville, Florida 32202 (904) 598-3118 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [_] Rule 13d-1(b) [_] Rule 13d-1(c) [x] 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 on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes). SCHEDULE 13G - ------------------------------------------------------------------------- CUSIP No.: 70337B102 - ------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Sarah B. Porter and Cynthia P. Ogden, as trustees for the separate trust for Sarah B. Porter created under the Cynthia L'Engle Baker Trust U/A/D April 30, 1965. - ------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] - ------------------------------------------------------------------------- 3 SEC USE ONLY - ------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Florida - ------------------------------------------------------------------------- 5 SOLE VOTING POWER 319,493 NUMBER OF SHARES ----------------------------------------- BENEFICIALLY 6 SHARED VOTING POWER OWNED BY 0 EACH ----------------------------------------- REPORTING 7 SOLE DISPOSITIVE POWER PERSON 319,493 WITH ----------------------------------------- 8 SHARED DISPOSITIVE POWER 0 - ------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 319,637 - ------------------------------------------------------------------------ 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------------------ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.45% - ------------------------------------------------------------------------ 12 TYPE OF REPORTING PERSON OO/IN - ------------------------------------------------------------------------ Item 1. (a) The name of the Issuer is Patriot Transportation Holding, Inc. (b) The Issuer's principal executive offices are located at 501 Riverside Avenue, Suite 500, Jacksonville, Florida 32202. Item 2. (a) This Schedule 13G is filed on behalf of Sarah B. Porter and Cynthia P. Ogden, as trustees for the separate trust (the "SBP Trust") for Sarah B. Porter created under the Cynthia L'Engle Baker Trust U/A/D April 30, 1965 (the "CLB Trust"). (b) The principal executive offices of the SBP Trust are located at 1165 5th Avenue, #10-D, New York, NY 10029. (c) The Cynthia L'Engle Baker Trust (the "CLB Trust") was organized as a Florida trust on April 30, 1965. The SBP Trust was created as a separate trust under the CLB Trust on November 8, 2007. (d) This Schedule 13G relates to the common stock of the Issuer, par value $.10 per share. (e) The CUSIP number of the common stock is 70337B102. Item 3. Not applicable Item 4. (a) Amount beneficially owned: 1) SBP Trust: 319,637 Total: 319,637 shares (b) Percent of class: 1) SBP Trust: 10.45% Total: 10.45% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 1) SBP Trust: 319,493 Total: 319,493 (ii) Shared power to vote or to direct the vote: 1) SBP Trust: 0 Total: 0 (iii) Sole power to dispose or to direct the disposition of: 1) SBP Trust: 319,493 Total: 319,493 (iv) Shared power to dispose or to direct the disposition of: 1) SBP Trust: 0 Total: 0 The CLB Trust formerly was a partner in Baker Holdings, L.P. ("Baker Holdings"), which formerly owned 1,061,521 shares of common stock of the Issuer. In connection with the dissolution of Baker Holdings, Baker Holdings distributed 319,493 shares of common stock of the Issuer to the SBP Trust on or about February 25, 2010. In addition, the SBP Trust may be deemed to have a beneficial ownership in 144 shares owned by the CLB Trust. To the extent that Baker Holdings and its partners may have been deemed a "Group" under Section 13(d)(3) of the Exchange Act, such Group should be deemed dissolved. 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 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. The information regarding dissolution of any "Group" contained in Item 4. above is hereby incorporated by reference. Item 10. Certification. Not applicable. SIGNATURE After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this Statement is true, correct and complete. Dated: March 9, 2010 /s/ Cynthia P. Ogden ___________________________________ Cynthia P. Ogden, as Trustee -----END PRIVACY-ENHANCED MESSAGE-----