-----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, Gb77KttTq+SwJ6q7lvSCyNAhLbipio3VVksMRplIJdZVkEYERRNR77ZPPR2zjVmt sGPoDOP1Ca2ue2kGygQa1w== 0001035849-00-000001.txt : 20000202 0001035849-00-000001.hdr.sgml : 20000202 ACCESSION NUMBER: 0001035849-00-000001 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20000120 GROUP MEMBERS: ANDREW P. SKOTDAL GROUP MEMBERS: CRAIG G. SKOTDAL GROUP MEMBERS: SKOTDAL ARTHUR W GROUP MEMBERS: SKOTDAL BROTHERS, L.L.C. GROUP MEMBERS: SKOTDAL QUALITY INVESTMENTS, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CASCADE FINANCIAL CORP CENTRAL INDEX KEY: 0000928911 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 911661954 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-50657 FILM NUMBER: 510128 BUSINESS ADDRESS: STREET 1: 2828 COLBY AVE CITY: EVERETT STATE: WA ZIP: 98201 BUSINESS PHONE: 2062598533 MAIL ADDRESS: STREET 1: 2828 COLBY AVE CITY: EVERETT STATE: WA ZIP: 98201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SKOTDAL ARTHUR W CENTRAL INDEX KEY: 0001035849 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: P O BOX 5267 CITY: EVERETT STATE: WA ZIP: 98201 BUSINESS PHONE: 2062594354 MAIL ADDRESS: STREET 1: P O BOX 5367 CITY: EVERETT STATE: WA ZIP: 98201 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Cascade Financial Corporation (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 14727210-8 (CUSIP Number) Arthur W. Skotdal c/o Douglas A. Schafer, Attorney P.O. Box 1134, Tacoma, WA 98401-1134 (253) 383-2167 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 6, 2000 (Date of Event Which Requires Filing of this Statement) 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 being paid with this 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.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing of 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 other provisions of the Act (however, see the Notes.) Page 1 of 11 CUSIP No. 14727210-8 1. Name of Reporting Person Arthur W. Skotdal S.S. or I.R.S. Identification ###-##-#### No. of Above Person 2. Check the Appropriate Box (a) [ ] if a Member of a Group (b) [X] 3. SEC Use Only 4. Source of Funds PF 5. Check Box if Disclosure of Legal [ ] Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of United States Organization Number of 7. Sole Voting Power 144,351 Shares 8. Shared Voting Beneficially Power 241,238 Owned by 9. Sole Dispositive Each Report- Power 144,351 ing Person 10. Shared Dispositive With Power 241,238 11. Aggregate Amount Beneficially Owned by Each Reporting Person 385,589 12. Check Box if the Aggregate Amount [ ] in Row (11) Excludes Certain Shares 13. Percent of Class Represented 7.0% by amount in Row (11) 14. Type of Reporting Person IN Page 2 of 11 CUSIP No. 14727210-8 1. Name of Reporting Person Skotdal Quality Investments, L.L.C. S.S. or I.R.S. Identification 91-1956789 No. of Above Person 2. Check the Appropriate Box (a) [ ] if a Member of a Group (b) [X] 3. SEC Use Only 4. Source of Funds WC 5. Check Box if Disclosure of Legal [ ] Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Washington State Organization Number of 7. Sole Voting Power 144,351 Shares 8. Shared Voting Beneficially Power -0- Owned by 9. Sole Dispositive Each Report- Power 144,351 ing Person 10. Shared Dispositive With Power -0- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 144,351 12. Check Box if the Aggregate Amount [ ] in Row (11) Excludes Certain Shares 13. Percent of Class Represented 2.6% by amount in Row (11) 14. Type of Reporting Person OO Page 3 of 11 CUSIP No. 14727210-8 1. Name of Reporting Person Andrew P. Skotdal S.S. or I.R.S. Identification ###-##-#### No. of Above Person 2. Check the Appropriate Box (a) [ ] if a Member of a Group (b) [X] 3. SEC Use Only 4. Source of Funds PF 5. Check Box if Disclosure of Legal [ ] Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of United States Organization Number of 7. Sole Voting Power -0- Shares 8. Shared Voting Beneficially Power 241,238 Owned by 9. Sole Dispositive Each Report- Power -0- ing Person 10. Shared Dispositive With Power 241,238 11. Aggregate Amount Beneficially Owned by Each Reporting Person 241,238 12. Check Box if the Aggregate Amount [ ] in Row (11) Excludes Certain Shares 13. Percent of Class Represented 4.4% by amount in Row (11) 14. Type of Reporting Person IN Page 4 of 11 CUSIP No. 14727210-8 1. Name of Reporting Person Craig G. Skotdal S.S. or I.R.S. Identification ###-##-#### No. of Above Person 2. Check the Appropriate Box (a) [ ] if a Member of a Group (b) [X] 3. SEC Use Only 4. Source of Funds PF 5. Check Box if Disclosure of Legal [ ] Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of United States Organization Number of 7. Sole Voting Power -0- Shares 8. Shared Voting Beneficially Power 241,238 Owned by 9. Sole Dispositive Each Report- Power -0- ing Person 10. Shared Dispositive With Power 241,238 11. Aggregate Amount Beneficially Owned by Each Reporting Person 241,238 12. Check Box if the Aggregate Amount [ ] in Row (11) Excludes Certain Shares 13. Percent of Class Represented 4.4% by amount in Row (11) 14. Type of Reporting Person IN Page 5 of 11 CUSIP No. 14727210-8 1. Name of Reporting Person Skotdal Brothers, L.L.C. S.S. or I.R.S. Identification 91-1926102 No. of Above Person 2. Check the Appropriate Box (a) [ ] if a Member of a Group (b) [X] 3. SEC Use Only 4. Source of Funds WC 5. Check Box if Disclosure of Legal [ ] Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Washington State Organization Number of 7. Sole Voting Power 241,238 Shares 8. Shared Voting Beneficially Power -0- Owned by 9. Sole Dispositive Each Report- Power 241,238 ing Person 10. Shared Dispositive With Power -0- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 241,238 12. Check Box if the Aggregate Amount [ ] in Row (11) Excludes Certain Shares 13. Percent of Class Represented 4.4% by amount in Row (11) 14. Type of Reporting Person OO Page 6 of 11 ITEM 1 - SECURITY AND ISSUER. Common stock, $0.01 par value Cascade Financial Corporation 2828 Colby Ave. Everett, Washington 98201 ITEM 2 - IDENTITY AND BACKGROUND This is Amendment No. 3 to the Schedule 13D dated May 13, 1994, initially filed by the three reporting individuals. Their Schedule 13D as last amended in March of 1998 reported their aggregate beneficial ownership of 6.0% of the issuer's common shares. This Amendment No. 3 reports the material increase, by one percentage point, in their aggregate beneficial ownership and reports their two controlled Washington limited liability companies through which they now hold their securities of the issuer. They have elected not to file Schedule 13G as passive investors for that would thereafter require annual filings to report even immaterial changes in the information previously reported. The reporting persons disclaim that they are acting in concert as a group or that they beneficially own each other's shares, except that Arthur W. Skotdal acknowledges beneficial ownership of the shares reported by Skotdal Quality Investments, L.L.C., and Andrew P. Skotdal and Craig G. Skotdal acknowledge beneficial ownership of the shares reported by Skotdal Brothers, L.L.C. (a) Name of Group Member: Arthur W. Skotdal (b) Address: 2910 Colby Ave., Suite 200, Everett, WA 98201 (c) Principal occupation and employer: Private investor in real estate and president of Skotdal Enterprises, Inc., a real estate development and management firm at 2910 Colby Ave., Suite 200, Everett, WA 98201. (d) Criminal convictions within five years: None (e) Securities law violations within five years: None (f) Citizenship: U.S.A. (a) Name of Group Member: Skotdal Quality Investments, L.L.C. (b) State of Organization: State of Washington. (c) Address: 2910 Colby Ave., Suite 200, Everett, WA 98201 (d) Principal Business: Passive Investments. (e) Criminal convictions within five years: None (f) Securities law violations within five years: None (a) Name of Group Member: Andrew P. Skotdal (b) Address: P.O. Box 5267, Everett, WA 98206-5267 (c) Principal occupation and employer: Manager at KRKO Radio, a radio station at 7115 Larimer Rd., Everett, WA 98208 (d) Criminal convictions within five years: None (e) Securities law violations within five years: None (f) Citizenship: U.S.A. Page 7 of 11 (a) Name of Group Member: Craig G. Skotdal (b) Address: 2910 Colby Ave., Suite 300, Everett, WA 98201 (c) Principal occupation and employer: Manager at Skotdal Enterprises, Inc., a real estate development and management firm at 2910 Colby Ave., Suite 200, Everett, WA 98201. (d) Criminal convictions within five years: None (e) Securities law violations within five years: None (f) Citizenship: U.S.A. (a) Name of Group Member: Skotdal Brothers, L.L.C. (b) State of Organization: State of Washington. (c) Address: 2910 Colby Ave., Suite 300, Everett, WA 98201 (d) Principal Business: Passive Investments. (e) Criminal convictions within five years: None (f) Securities law violations within five years: None ITEM 3 - SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Skotdal Brothers, L.L.C., used working capital contributed by its sole members, Andrew P. Skotdal and Craig G. Skotdal, to purchase in the public market the 12,781 shares reported in Item 5. All individually immaterial purchases not previously reported by the reporting persons were also made in the public market with personal funds or capital contributed to the investment limited liability companies. ITEM 4 - PURPOSE OF TRANSACTION The shares were acquired solely for investment purposes. Members of the group may acquire additional shares for investment. Members of the group have no plans or proposals for any changes in management or directors, or extraordinary corporate changes or transactions, concerning the issuer. ITEM 5 - INTEREST IN THE SECURITIES OF THE ISSUER For the group: (a) Number of securities owned beneficially: 385,589 (Without duplicating shares deemed owned by two or more group members.) Percentage of class: 7.0% Arthur W. Skotdal: (a) Number of securities owned beneficially: 385,589 Percentage of class: 7.0% (b) Sole voting power: 144,351 Shared voting power: 241,238 Sole dispositive power: 144,351 Shared dispositive power: 241,238 (c) Transactions in issuer's securities during past 60 days: None Page 8 of 11 Skotdal Quality Investments, L.L.C.: (a) Number of securities owned beneficially: 144,351 Percentage of class: 2.6% (b) Sole voting power: 144,351 Shared voting power: -0- Sole dispositive power: 144,351 Shared dispositive power: -0- (c) Transactions in issuer's securities during past 60 days: None Andrew P. Skotdal: (a) Number of securities owned beneficially: 241,238 Percentage of class: 4.4% (b) Sole voting power: -0- Shared voting power: 241,238 Sole dispositive power: -0- Shared dispositive power: 241,238 (c) Transactions in issuer's securities during past 60 days: (See transactions by Skotdal Brothers, L.L.C., below.) Craig G. Skotdal: (a) Number of securities owned beneficially: 241,238 Percentage of class: 4.4% (b) Sole voting power: -0- Shared voting power: 241,238 Sole dispositive power: -0- Shared dispositive power: 241,238 (c) Transactions in issuer's securities during past 60 days: (See transactions by Skotdal Brothers, L.L.C., below.) Skotdal Brothers, L.L.C.: (a) Number of securities owned beneficially: 241,238 Percentage of class: 4.4% (b) Sole voting power: 241,238 Shared voting power: -0- Sole dispositive power: 241,238 Shared dispositive power: -0- Page 9 of 11 (c) Transactions in issuer's securities during past 60 days: 12/16/99 Purchased 10,781 shares at $11.75 per share through a broker. 12/29/99 Purchased 1,000 shares at $10.75 per share through a broker. 01/06/00 Purchased 1,000 shares at $10.38 per share through a broker. For the Group: (d) No other persons are known to have the right to receive dividends from, or the proceeds from the sale of, any of the securities referred to in this item. (e) Date reporting person ceased to be 5% owner: Not applicable. ITEM 6 - CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. There are no written agreements between the members of the group. Both Andrew P. Skotdal and Craig G. Skotdal are of legal age, and neither resides with their father, Arthur W. Skotdal. Because of the family relationship and the investment advice and assistance offered by the father to his sons, the three persons and their two controlled limited liability companies that hold their shares may be deemed a group under Section 13(d)(3) of the Act. ITEM 7 - MATERIAL TO BE FILED AS EXHIBITS Exhibit A is an agreement of the reporting persons that this statement is filed on behalf of each of them, as required by SEC Rule 13d-1(f)(1). 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. January 19, 2000 Arthur W. Skotdal (Date) (Signature) January 19, 2000 Skotdal Quality Investments, L.L.C. (Date) by Arthur W. Skotdal, Manager (Signature) January 19, 2000 Andrew P. Skotdal (Date) (Signature) January 19, 2000 Craig G. Skotdal (Date) (Signature) January 19, 2000 Skotdal Brothers, L.L.C. (Date) by Andrew P. Skotdal, Manager (Signature) by Craig G. Skotdal, Manager (Signature) Page 10 of 11 EX-99.A 2 EXHIBIT A AGREEMENT TO FILE JOINT SCHEDULE 13D/A We agree, in accordance with SEC Rule 13d-1(f)(1)(iii), that the Amendment No. 3 to Schedule 13D, to which this agreement is attached as an exhibit, is filed on behalf of each of us. January 19, 2000 Arthur W. Skotdal (Date) (Signature) January 19, 2000 Skotdal Quality Investments, L.L.C. (Date) by Arthur W. Skotdal, Manager (Signature) January 19, 2000 Andrew P. Skotdal (Date) (Signature) January 19, 2000 Craig G. Skotdal (Date) (Signature) January 19, 2000 Skotdal Brothers, L.L.C. (Date) by Andrew P. Skotdal, Manager (Signature) by Craig G. Skotdal, Manager (Signature) Page 11 of 11 -----END PRIVACY-ENHANCED MESSAGE-----