-----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, Q12friDsoiKfZL7c5cb3A2jQqPFUW/J6W1OFLbBJLhk4csuuKN5/AEhgEL69Z3s7 iycRIl2sTNUJ2EQA5lL+dQ== 0000950135-98-005835.txt : 19981113 0000950135-98-005835.hdr.sgml : 19981113 ACCESSION NUMBER: 0000950135-98-005835 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981112 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RYLAND GROUP INC CENTRAL INDEX KEY: 0000085974 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 520849948 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-32337 FILM NUMBER: 98745155 BUSINESS ADDRESS: STREET 1: 11000 BROKEN LAND PARKWAY CITY: COLUMBIA STATE: MD ZIP: 21044 BUSINESS PHONE: 4107157000 FORMER COMPANY: FORMER CONFORMED NAME: RYAN JAMES P CO DATE OF NAME CHANGE: 19720414 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TWEEDY BROWNE CO LLC CENTRAL INDEX KEY: 0000728086 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133381587 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 52 VANDERBILT AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129160600 MAIL ADDRESS: STREET 1: 52 VANDERBILT AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 SC 13D/A 1 TWEEDY, BROWNE COMPANY LLC 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 6)* of Tweedy, Browne Company LLC Under the Securities Exchange Act of 1934 RYLAND GROUP INC. (Name of Issuer) Common Stock, Par Value $1.00 per Share (Title of Class of Securities) 783764103 (CUSIP Number) John D. Spears 52 Vanderbilt Avenue New York, New York 10017 (212) 916-0600 (Name, Address and Telephone Number of Persons Authorized to Receive Notices and Communications) NOVEMBER 6, 1998 (Date of Event which Required Filing of this Statement) 2 If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is paid with the statement [ ]. (A fee is not required only if the reporting 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 beneficial 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 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 the provisions of the Act (however, see the Notes). 3 - ----------------------- ----------------------- CUSIP NO. 783764103 SCHEDULE 13D Page __ of __ Pages - -------------------------------------------------------------------------------- 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Tweedy, Browne Company LLC ("TBC") - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. SOURCE OF FUNDS* 00 - -------------------------------------------------------------------------------- 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - -------------------------------------------------------------------------------- 7. SOLE VOTING POWER. TBC has sole voting power with respect to 637,492 shares held in certain TBC Accounts (as hereinafter defined). Additionally, certain of the members of TBC may be deemed to have sole power to vote certain shares as more fully set forth herein. NUMBER OF ------------------------------------------------------------- SHARES 8. SHARED VOTING POWER BENEFICIALLY OWNED BY 0 shares EACH ------------------------------------------------------------- REPORTING 9. SOLE DISPOSITIVE POWER PERSON WITH 0 shares, except that certain of the members of TBC may be deemed to have sole power to dispose of certain shares as more fully set forth herein. ------------------------------------------------------------- 10. SHARED DISPOSITIVE POWER 653,932 shares held in accounts of TBC (as herein defined) - -------------------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 653,932 shares - -------------------------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [X] - -------------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.46% - -------------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON* BD, IA & 00 ================================================================================ *SEE INSTRUCTION BEFORE FILLING OUT! 4 PRELIMINARY NOTE The person filing this Amendment No. 6 is (i) Tweedy, Browne Company LLC ("TBC"), a Delaware limited liability company. This Amendment No. 6 amends a Statement on Schedule 13D filed by TBC dated June 25, 1996 ( the "Statement"). The filing of this Amendment No. 6 should not be deemed an admission that TBC comprises a group within the meaning of Section 13(d) (3) of the Securities and Exchange Act of 1934, as amended (the "Act"). This Amendment No. 6 relates to the Common Stock, $1.00 par value (the "Common Stock"), of Ryland Group Inc. (the "Company"), which, to the best knowledge of the persons filing this Amendment No. 6, is a company organized under the laws of Maryland, with its principal executive offices at 11000 Broken Land Parkway, Columbia, Maryland 21044. This Amendment No. 6 contains information regarding shares of Common Stock that may be deemed to be beneficially owned by TBC. Such shares are held in the accounts of various customers of TBC, with respect to which it has obtained sole or shared voting power. This Amendment No. 6 is being filed because the filing person is no longer subject to the reporting requirements of Section 13(d)(3) of the Securities Exchange Act (the "Act") as a result of the disposition of its shares of Common Stock in open market transactions. Other than as set forth below, to the best knowledge of TBC, there has been no material change in the information set forth in response to Items 1,2,3,4,6 and 7 of the Statement, as amended. Accordingly, those Items are omitted from this Amendment No. 6. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) As of the date hereof, TBC may be deemed to be the beneficial owner of an aggregate of 653,932 shares of Common Stock, which constitutes approximately 4.46% of the 14,671,000 shares of Common Stock which TBC believes to be the total number of shares of Common Stock outstanding. The TBC Shares are held in the TBC Accounts. TBC disclaims that it is the beneficial owner of any of the shares of Common Stock held in the TBC Accounts. The aggregate number of shares of Common Stock with respect to which TBC could be deemed to be the beneficial owner as of the date hereof, is 653,932 shares, which constitutes approximately 4.46% of the 14,671,000 shares of Common Stock, which the filing person believes to be the total number of shares of Common Stock outstanding, but nothing contained herein shall be construed as an admission that TBC is the beneficial owner of any of the TBC Shares. The aggregate number of shares and percentage of Common Stock with respect to which each of the Members may be deemed to be the beneficial owner by reason of his being a a member of TBC, is 653,932 shares, which constitutes approximately 4.46% of the 14,671,000 shares of Common Stock outstanding. Except as described herein, to the best knowledge of TBC, no person who may be deemed to comprise a group with any of TBC or any other person named in Item 2 of the Statement, beneficially owns any shares of Common Stock. (b) TBC has investment discretion with respect to 653,932 shares of Common Stock held by the TBC Accounts and has sole power to dispose or direct the disposition of all of such shares. Of these shares of Common Stock, TBC has sole power to vote or to direct the voting of 637,492 shares of Common Stock held in certain TBC Accounts. 5 Each of the Members of TBC, solely by reason of their positions as such, may be deemed to have (i) shared power to dispose of or to direct the disposition of all of the shares of Common Stock held in the TBC Accounts; and (ii) shared power to vote or direct the vote of 637,492 shares of Common Stock held in certain TBC Accounts. (c) Transactions in Common Stock effected by TBC since October 7, 1998, the date of the filing person's last filing on Schedule 13D is set forth below: REPORTING NO. OF SHARES PRICE PERSON DATE SOLD PER SHARE TBC Accounts 10/15/98 57,100 $ 21.0397 10/16/98 100,000 $ 21.0001 10/20/98 27,000 $ 21.7648 10/21/98 81,900 $ 22.7860 10/26/98 380 $ 23 3/8 10/27/98 43,200 $ 25.3273 10/28/98 48,250 $ 25.9413 10/29/98 10,800 $ 25.539300 10/30/98 1,000 $ 25.2188 11/02/98 16,800 $ 24.8884 11/03/98 10,000 $ 24.837500 11/04/98 95,000 $ 25.467100 11/05/98 35,000 $ 27.5000 11/06/98 20,000 $ 28.093700 (d) To the best knowledge of TBC, each of the persons maintaining an account with TBC has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock held in said person's TBC Account. (e) TBC ceased to be the beneficial owner of more than 5% of the Common Stock on November 6, 1998. 6 SIGNATURE Tweedy, Browne Company LLC, after reasonable inquiry and to the best of its knowledge and belief, hereby certifies that the information set forth in this Amendment No. 6 is true, complete and correct. TWEEDY, BROWNE COMPANY LLC By /s/ Christopher H. Browne -------------------------- Christopher H. Browne Member Dated: November 11, 1998 -----END PRIVACY-ENHANCED MESSAGE-----