-----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, Ma+w5vS5XU/AaM70a5KWJP1KRhfgPKwTvFkXqDepNqRplYxVrFCIYdzlMw91ww+I 7gGOSpUeb0XAZXQQyPyo4w== 0001144204-08-039644.txt : 20080711 0001144204-08-039644.hdr.sgml : 20080711 20080711170853 ACCESSION NUMBER: 0001144204-08-039644 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080711 DATE AS OF CHANGE: 20080711 GROUP MEMBERS: SCOTT J. VASSALLUZZO GROUP MEMBERS: STEVEN M. FISCHER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MOBILE MINI INC CENTRAL INDEX KEY: 0000911109 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED PLATE WORK (BOILER SHOPS) [3443] IRS NUMBER: 860210855 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48697 FILM NUMBER: 08949500 BUSINESS ADDRESS: STREET 1: 7420 SOUTH KYRENE ROAD STREET 2: SUITE #101 CITY: TEMPE STATE: AZ ZIP: 85283 BUSINESS PHONE: 480-894-6311 MAIL ADDRESS: STREET 1: 7420 SOUTH KYRENE ROAD STREET 2: SUITE #101 CITY: TEMPE STATE: AZ ZIP: 85283 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SMITH THOMAS W CENTRAL INDEX KEY: 0000926688 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 2036611200 MAIL ADDRESS: STREET 1: 323 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER COMPANY: FORMER CONFORMED NAME: THOMAS W SMITH DATE OF NAME CHANGE: 19940713 SC 13G/A 1 v119690_sc13g-a.htm Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
 
MOBILE MINI, INC.
(Name of Issuer)
 
Common Stock, $.01 par value
(Title of Class of Securities)
 
60740F105
(CUSIP Number)
 
July 1, 2008
(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)
 
* 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).
 
 
CUSIP NO. 60740F105
 
   
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
 
Thomas W. Smith
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [x]
3
SEC USE ONLY
 
4
CITIZEN OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
623,140
 
6
SHARED VOTING POWER
 
2,147,619
7
SOLE DISPOSITIVE POWER
 
924,390
8
SHARED DISPOSITIVE POWER
 
2,147,619
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
3,072,009
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
Not Applicable
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
8.9%
12
TYPE OF REPORTING PERSON
 
IN
   
 
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CUSIP NO. 60740F105

   
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
 
Scott J. Vassalluzzo
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [x]
3
SEC USE ONLY
 
4
CITIZEN OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
27,000
 
6
SHARED VOTING POWER
 
2,147,619
7
SOLE DISPOSITIVE POWER
 
127,829
8
SHARED DISPOSITIVE POWER
 
2,147,619
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,275,448
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
Not Applicable
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
6.6%
12
TYPE OF REPORTING PERSON
 
IN
   
 
- 3 -

CUSIP NO. 60740F105

   
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
 
Steven M. Fischer
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [x]
3
SEC USE ONLY
 
4
CITIZEN OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
0
 
6
SHARED VOTING POWER
 
2,036,019
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
2,036,019
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
2,036,019
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
Not Applicable
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
5.9%
12
TYPE OF REPORTING PERSON
 
IN
   

- 4 -
 
Explanatory Note: This Amendment No. 8 to the joint filing on Schedule13G made by Thomas W. Smith and Scott J. Vassalluzzo with the Securities and Exchange Commission relating to the common stock, par value $.01 per share, of Mobile Mini, Inc., is being filed to add Steven M. Fischer as a joint filer.
 

 
ITEM 1.
(a)           Name of Issuer:
 
Mobile Mini, Inc.
 
 
(b)
Address of Issuer's Principal Executive Offices:
 
7420 South Kyrene Road
 
Suite 101
 
Tempe, Arizona 85283
 
ITEM 2.
(a)           Name of Person Filing:
 
 
(i)
Thomas W. Smith
 
 
(ii)
Scott J. Vassalluzzo
 
 
(iii)
Steven M. Fischer
 
The filing of this Statement shall not be deemed to be an admission that Thomas W. Smith, Scott J. Vassalluzzo and Steven M. Fischer (the “Reporting Persons”) comprise a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. The Reporting Persons each disclaim beneficial ownership of the shares reported in this Schedule 13G in excess of those shares as to which they have or share voting or investment authority.
 
 
(b)
Address of Principal Business Office:
 
The following is the address of the principal business office of each of the filing persons:
 
323 Railroad Avenue
 
Greenwich, CT 06830
 
 
(c)
Citizenship:
 
Each of Thomas W. Smith, Scott J. Vassalluzzo and Steven M. Fischer is a United States citizen.
 
 
(d)
Title of Class of Securities:
 
Common Stock, par value $.01 per share.
 
 
(e)
CUSIP Number:
 
60740F105
 
ITEM 3.
If this Statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
 
Not applicable.
 
- 5 -
 
If this Statement is filed pursuant to Rule 13d-1(c), check this box [x]
 
ITEM 4.
Ownership
 
 
(a)
Thomas W. Smith - 3,072,009 shares; Scott J. Vassalluzzo - 2,275,448 shares; Steven M. Fischer - 2,036,019
 
 
(b)
Thomas W. Smith - 8.9%; Scott J. Vassalluzzo - 6.6%; Steven M. Fischer - 5.9%
 
 
(c)
Mr. Thomas W. Smith has the sole power to vote or to direct the vote of 623,140 shares and the sole power to dispose or to direct the disposition of 924,390 shares. Mr. Scott J. Vassalluzzo has the sole power to vote or to direct the vote of 27,000 shares and the sole power to dispose or to direct the disposition of 127,829 shares. Mr. Steven M. Fischer has the sole power to vote or to direct the vote and the sole power to dispose or to direct the disposition of no shares. Messrs. Smith, Vassalluzzo and Fischer have the shared power to vote or dispose or to direct the vote or the disposal of 2,147,619, 2,147,619 and 2,036,019 shares, respectively. Voting and investment authority over investment accounts established for the benefit of certain family members and friends of Messrs. Smith and Vassalluzzo is subject to each beneficiary’s right to terminate or otherwise direct the disposition of the investment account.
 
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
 
Messrs. Smith, Vassalluzzo and Fischer in the aggregate beneficially own 2,572,838 shares in their capacities as investment managers for certain managed accounts. The managed accounts have the right to receive dividends from, and the proceeds from the sale of, the managed accounts’ shares. Voting and investment authority over investment accounts established for the benefit of certain family members and friends of Messrs. Smith and Vassalluzzo is subject to each beneficiary’s right, if so provided, to terminate or otherwise direct the disposition of the managed account.
 
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.
 
- 6 -
 
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.

- 7 -

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: July 11, 2008

 
/s/ Thomas W. Smith                                
Thomas W. Smith
 
/s/ Scott J. Vassalluzzo                             
Scott J. Vassalluzzo
 
/s/ Steven M. Fischer                               
Steven M. Fischer

 
- 8 -

JOINT FILING AGREEMENT
 
The undersigned agree that the foregoing Amendment No. 8 to the Statement on Schedule 13G, dated July 11, 2008, is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k)
Dated: July 11, 2008
 
/s/ Thomas W. Smith                                
Thomas W. Smith
 
/s/ Scott J. Vassalluzzo                             
Scott J. Vassalluzzo
 
/s/ Steven M. Fischer                               
Steven M. Fischer

- 9 -
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