-----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, IyEXXQQj0sFFOwRMPgBOb/C678kZhbAW8wOqbW78JcIB5N5Zsjbvns3PFv2Pt5bZ 9UKwyaf0OnRFeLjJaATpNQ== 0000728083-01-000076.txt : 20010209 0000728083-01-000076.hdr.sgml : 20010209 ACCESSION NUMBER: 0000728083-01-000076 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SNAP ON INC CENTRAL INDEX KEY: 0000091440 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 390622040 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-33180 FILM NUMBER: 1528423 BUSINESS ADDRESS: STREET 1: 10801 CORPORATE DRIVE CITY: KENOSHA STATE: WI ZIP: 53141-1430 BUSINESS PHONE: 4146565200 MAIL ADDRESS: STREET 1: 10801 CORPORATE DRIVE CITY: KENOSHA STATE: WI ZIP: 53141 FORMER COMPANY: FORMER CONFORMED NAME: SNAP ON TOOLS CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST MANHATTAN CO CENTRAL INDEX KEY: 0000728083 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 131957714 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 437 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127563300 MAIL ADDRESS: STREET 1: 437 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 0001.txt AMENDMENT #2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13 G Under the Securities Exchange Act of 1934 Amendment No. 2* Name of Issuer: SNAP-ON INC. Title of Class of Securities: COMMON CUSIP Number: 83303410 *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 age. 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). Page 1 of 4 CUSIP NO. 83303410 1. Name of Reporting Person, S.S. or I.R.S. Identification No. of above person: First Manhattan Co. 13-1957714 2. Check the appropriate box if a member of a group: (a) [ ] (b) [ X ] 3. SEC Use Only 4. Citizenship or Place of Organization: New York NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. Sole Voting Power: 310,600 6. Shared Voting Power: 5,352,030 7. Sole Dispositive Power: 310,600 8. Shared Dispositive Power: 5,561,858 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 5,872,458** 10. Check Box If The Aggregate Amount in Row (9) excludes Certain Shares [ ] 11. Percent of Class Represented by Amount in Row 9: 9.80% 12. Type of Reporting Person: BD, IA, PN - ---------------------- ** Includes 283,050 shares owned by family members of General Partners of First Manhattan Co. which are being reported for informational purposes. First Manhattan Co. disclaims dispositive power as to 97,550 of such shares and beneficial ownership as to 185,500 of such shares. Page 2 of 4 Item 1(a) Name of Issuer: SNAP-ON INC. Item 1(b) Address of Issuer's Principal Executive Offices: 10801 CORPORATE DRIVE PLEASANT PRAIRIE, WI 53158-1603 Item 2(a) Name of Person Filing: First Manhattan Co. Item 2(b) Address Principal Business Office: 437 Madison Avenue New York, NY 10022 Item 2(c) Citizenship: U.S.A. Item 2(d) Title of Class of Securities: COMMON Item 2(e) CUSIP Number: 83303410 Item 3 Check whether the person filing is a: Item 3(a) [X] Broker or Dealer registered under Section 15 of the Act. Item 3(b) - (d) Not applicable. Item 3(e) [X] Investment Advisor registered under Section 203 of the Investment Advisors Act of 1940. Item 3(f) - (h) Not applicable. Item 4(a) Amount Beneficially Owned: 5,872,458** Item 4(b) Percent of Class: 9.80% Item 4(c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 310,600 (ii) shared power to vote or to direct the vote 5,352,030 (iii) sole power to dispose or to direct the disposition of 310,600 (iv) shared power to dispose or to direct the disposition of 5,561,858 Item 5 Ownership of Five Percent or Less of Class: [ ] Item 6 Ownership of More than Five Percent on Behalf of Another Person: Not applicable. ** Includes 283,050 Shares owned by family members of General Partners of First Manhattan Co. which are being reported for informational purposes. First Manhattan Co. disclaims dispositive power as to 97,550 of such shares and beneficial ownership as to 185,500 of such shares. Page 3 of 4 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. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such 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 8, 2001 - ---------------------------------------------- Date - ----------------------------------------------- Signature Neal K. Stearns, General Partner - ------------------------------------------------ Name/Title Page 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----