0001018946-11-000019.txt : 20110608 0001018946-11-000019.hdr.sgml : 20110607 20110608155812 ACCESSION NUMBER: 0001018946-11-000019 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110608 DATE AS OF CHANGE: 20110608 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WARSHAW CLIVE E CENTRAL INDEX KEY: 0001033246 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 104A SAFFREY SQU CITY: NASSAU BAHAMAS STATE: C5 ZIP: 999999999 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STEINER LEISURE Ltd CENTRAL INDEX KEY: 0001018946 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 980164731 STATE OF INCORPORATION: C5 FISCAL YEAR END: 1206 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49405 FILM NUMBER: 11900981 BUSINESS ADDRESS: STREET 1: 770 SOUTH DIXIE HWY. STREET 2: 2ND FLOOR CITY: CORAL GABLES STATE: FL ZIP: 33146 BUSINESS PHONE: 3053589002 MAIL ADDRESS: STREET 1: STE 104A STREET 2: SAFFREY SQ CITY: NASSAU STATE: C5 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: STEINER LEISURE LTD DATE OF NAME CHANGE: 19960716 SC 13D/A 1 stnrsch13da11.htm UNITED STATES

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 11)*

STEINER LEISURE LIMITED
(Name of Issuer)

COMMON SHARES, PAR VALUE (U.S.) $0.01 PER SHARE
(Title of Class of Securities)

P8744Y 10 2
(CUSIP Number)

CLIVE E. WARSHAW
SUITE 104A

P.O. Box N-9306
SAFFREY SQUARE
NASSAU, THE BAHAMAS

with a copy to:

ROBERT C. BOEHM
EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL
STEINER MANAGEMENT SERVICES, LLC
770 SOUTH DIXIE HIGHWAY - SUITE 200
CORAL GABLES, FLORIDA 33146
(305) 358-9002
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

April 29, 2011
(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 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. □

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 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 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 other provisions of the Act (however, see the Notes).


 

 

 

CUSIP No. P8744Y 10 2

   

1.

NAME OF REPORTING PERSON

 

  Clive E. Warshaw

   

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]        (b) [  ]

   

3.

SEC USE ONLY

   
   

4.

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

  See response to Item 5(c), below.

   

5.

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO

 

ITEM 2(d) or 2(e)                [  ]

   

6.

CITIZENSHIP OR PLACE OF ORGANIZATION

 

  United Kingdom

   
 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

7.

SOLE VOTING POWER

 

      1,079,601 *

   

8.

SHARED VOTING POWER

 

      0

   

9.

SOLE DISPOSITIVE POWER

 

      1,079,601 *

   

10.

SHARED DISPOSITIVE POWER

 

      0

   

11.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

        1,079,601 *

   

12.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [x]

   

13.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

      7.2%.

   

14.

TYPE OF REPORTING PERSON

IN

   

* Includes 50,001 common shares, $0.01 par value per share (the "Common Shares"), of Steiner Leisure Limited (the "Company") issuable upon the exercise of options currently exercisable or exercisable within 60 days after the date of this report (hereinafter, "currently exercisable") and excludes 3,000 Common Shares issuable upon the exercise of currently exercisable options and 1,265 Common Shares underlying restricted share units scheduled to vest on June 10, 2011, owned by Michèle Steiner Warshaw, a director of the Company, an officer of a subsidiary of the Company and the wife of the Reporting Person, and as to which the Reporting Person disclaims beneficial ownership.


 

INTRODUCTORY NOTE

This Amendment No. 11 to Schedule 13D amends the Initial Statement on Schedule 13D of Clive E. Warshaw (the "Reporting Person"), dated September 22, 1997, as amended by Amendment No. 1, dated May 31, 1998, Amendment No. 2, dated September 15, 1998, Amendment No. 3, dated November 4, 1998, Amendment No. 4 dated March 1, 1999, Amendment No. 5 dated March 30, 1999, Amendment No. 6 dated January 21, 2004, Amendment No. 7 dated May 11, 2004, Amendment No. 8 dated August 18, 2004, Amendment No. 9 dated November 26, 2004 and Amendment No. 10 dated March 15, 2005 (as so amended, the "Amended 13D"), to reflect purchases and sales by the Reporting Person of common shares, $0.01 par value per share (the "Common Shares"), of Steiner Leisure Limited (the "Company"). Except as set forth below, no amendment is being made hereby to the Amended 13D.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

Items 5(a) and 5(b). As of April 29, 2011, the Reporting Person, the Chairman of the Board of the Company, beneficially owned and had sole voting and dispositive power with respect to 1,079,601 Common Shares, representing 7.2% of the outstanding Common Shares. That amount includes 50,001 Common Shares issuable upon the exercise of options currently exercisable or exercisable within 60 days after the date of this report (hereinafter, "currently exercisable") and excludes 3,000 Common Shares issuable upon the exercise of currently exercisable options and 1,265 Common Shares underlying restricted share units scheduled to vest on June 10, 2011, owned by Michèle Steiner Warshaw, a director of the Company, an officer of a subsidiary of the Company and the wife of the Reporting Person, and as to which the Reporting Person disclaims beneficial ownership.

Item 5(c). No transactions were effected during the past 60 days for the Reporting Person. The sole purpose of this Amendment is to reflect a change in the outstanding number of the Company's Common Shares, resulting in a decreased percentage of the Common Shares owned by the Reporting Person.


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: June 8, 2011

 

/s/ Clive E. Warshaw

Clive E. Warshaw
Chairman of the Board