-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, XfwaL64PIX/mDyqwL2ATV/qXwsRb2FlXnQKFJKIUFdGsB+9fKM8Dqts2t45Y2wy5 OCYv2totwKJ7LE6v3vdFGQ== 0000910484-95-000017.txt : 19950609 0000910484-95-000017.hdr.sgml : 19950609 ACCESSION NUMBER: 0000910484-95-000017 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950608 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OI CORP CENTRAL INDEX KEY: 0000073773 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 730728053 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-05990 FILM NUMBER: 95545938 BUSINESS ADDRESS: STREET 1: P O BOX 9010 STREET 2: 151 GRAHAM RD CITY: COLLEGE STATION STATE: TX ZIP: 778429010 BUSINESS PHONE: 4096901711 MAIL ADDRESS: STREET 1: 151 GRAHAM RD STREET 2: P O BOX 9010 CITY: COLLEGE STATION STATE: TX ZIP: 778429010 FORMER COMPANY: FORMER CONFORMED NAME: OCEANOGRAPHY INTERNATIONAL CORP DATE OF NAME CHANGE: 19801205 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ANDREWS & KURTH L L P/FA CENTRAL INDEX KEY: 0000910484 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 4200 TEXAS COMMERCE TOWER STREET 2: 600 TRAVIS CITY: HOUSTON STATE: TX ZIP: 77002 SC 13D/A 1 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* O.I. Corporation - ----------------------------------------------------------- (Name of Issuer) Common Stock, par value $.01 per share - ----------------------------------------------------------- (Title of Class of Securities) 670-841-10-5 ------------------------------------------- (CUSIP Number) W.W. Botts, O.I. Corporation, 151 Graham Road, P.O. Box 9010 College Station, Texas 77842-9010 - ----------------------------------------------------------- Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) 5/11/95 - ----------------------------------------------------------- (Date of Event which Requires 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 being 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.) 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 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). 3 - ----------------------------------------------------------- 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Gary D. Sides - ----------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - ----------------------------------------------------------- 3. SEC USE ONLY - ----------------------------------------------------------- 4. SOURCE OF FUNDS* 00 (SEE ITEM 3) - ----------------------------------------------------------- 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] [ ] - ----------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION U.S. - ----------------------------------------------------------- NUMBER OF SHARES 7. SOLE VOTING POWER 162,658 shares ------------------------------------- BENEFICIALLY 8. SHARED VOTING POWER (See Item 5 below) OWNED BY EACH ----------------------------------- 9. SOLE DISPOSITIVE POWER 162,658 shares REPORTING ------------------------------------- 10. SHARED DISPOSITIVE POWER PERSON WITH (See Item 5 below) - ----------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 162,658 shares (See Item 5 below) - ----------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] [ ] - ----------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.95% - ----------------------------------------------------------- 14. TYPE OF REPORTING PERSON IN - ----------------------------------------------------------- 4 AMENDMENT NO. 1 TO REPORT ON SCHEDULE 13D Item 1. SECURITY AND ISSUER This statement relates to the shares of common stock, par value $.01 per share (the "Common Stock"), of O.I. Corporation, an Oklahoma corporation (the "Company"), which has its principal executive offices at 151 Graham Road, P.O. Box 9010, College Station, Texas 77842-9010. Item 2. IDENTITY AND BACKGROUND This statement is filed by Gary D. Sides ("Sides") whose address is 2009 Sweetgum Drive, Birmingham, Alabama 35244. Sides is filing this amendment to reflect a change in the number of shares of Common Stock owned by him. During the last five years, Sides has not been a party to any proceeding or been subject to any judgment, decree or final order with respect to any federal or state securities laws. 5 Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Sides received 327,658 shares of Common Stock pursuant to the terms of a Stock Purchase Agreement dated January 4, 1994 (the "Agreement") by and among the Company, Sides and the other shareholders of CMS Research Corporation, an Alabama corporation ("CMS"). Pursuant to the terms of the Agreement, CMS shareholders sold all of their shares of CMS to the Company in exchange for the issuance to the shareholders of CMS of 650,000 shares of Common Stock of the Company. On May 11, 1995, Sides sold 165,000 of the shares originally received by him pursuant to the Agreement, resulting in the share ownership reflected in Item 5 below. Item 4. PURPOSE OF TRANSACTION Sides purchased the shares of Common Stock reported herein solely for the purpose of investment. Sides may make additional purchases of Common Stock either in the open market or in private transactions depending on the Company's business, prospects and financial condition, the market for the Common Stock, general economic conditions, money and stock market conditions and other future developments. Additionally, Sides has been granted options to purchase 20,000 shares of Common Stock pursuant to the Company's employee stock option plan. The first of these shares will vest in 1996 with the remainder vesting according to a schedule over the next five years (1996, 20%; 1997, 40%; 1998, 60%; 1999, 100%). Item 5. INTEREST IN SECURITIES OF THE ISSUER (a) & (b)
Reporting Person Beneficially Owned of Class ---------------- ------------------ -------- Gary D. Sides 162,658 3.95%
(c) Not applicable. (d) Sides does not beneficially own any Common Stock of the Company except as set forth above. To the best of the knowledge of Sides, no persons other than himself 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 beneficially owned by him. 6 Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Sides has received options to purchase 20,000 shares of the Company's Common Stock pursuant to the Company's employee stock option plan. See Item 4. Item 7. MATERIAL TO BE FILED AS EXHIBITS N/A SIGNATURE After reasonable inquiry and to the best of any knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: June 8, 1995 /s/ Gary D. Sides ---------------------------- Gary D. Sides
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