SC 13D/A 1 ia13d7.txt SCHEDULE 13D FOR APRIL 4, 2006 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 7) Under the Securities Exchange Act of 1934 Maxco, Inc. (Name of Issuer) Common Stock, $1,00 par value (Title of Class of Securities) 577723-10-9 (CUSIP Number) Melissa Dehn 2219 Buchanan Road, Suite 7 Antioch, CA 94509 (925) 778-2390 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 4, 2006 (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 [X]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-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 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. 638560102 SCHEDULE 13D Page 2 of 7 1 Name of Reporting Person ROI Capital Management, Inc. IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group* (a) [ ] (b) [ ] 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 Organization California 871,492+7,000 IRA NUMBER OF 7 Sole Voting Power 878,492 SHARES BENEFICIALLY 8 Shared Voting Power -0- OWNED BY EACH REPORTING 9 Sole Dispositive Power 878,492 PERSON WITH 10 Shared Dispositive Power -0- 11 Aggregate Amount Beneficially Owned by Each Reporting Person 878,492 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 25.5% 14 Type of Reporting Person CO, IA CUSIP No. 638560102 SCHEDULE 13D Page 3 of 7 1 Name of Reporting Person Mark T. Boyer IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group* (a) [ ] (b) [ ] 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 Organization United States 871,492+57465 pers+IRA NUMBER OF 7 Sole Voting Power 928,957 SHARES BENEFICIALLY 8 Shared Voting Power -0- OWNED BY EACH REPORTING 9 Sole Dispositive Power 928,957 PERSON WITH 10 Shared Dispositive Power -0- 11 Aggregate Amount Beneficially Owned by Each Reporting Person 928,957 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 26.9% 14 Type of Reporting Person IN CUSIP No. 638560102 SCHEDULE 13D Page 4 of 7 1 Name of Reporting Person Mitchell J. Soboleski IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group* (a) [ ] (b) [ ] 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 Organization United States 871492+10000 pers+IRA NUMBER OF 7 Sole Voting Power 881,492 SHARES BENEFICIALLY 8 Shared Voting Power -0- OWNED BY EACH REPORTING 9 Sole Dispositive Power 881,492 PERSON WITH 10 Shared Dispositive Power -0- 11 Aggregate Amount Beneficially Owned by Each Reporting Person 881,492 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 25.6% 14 Type of Reporting Person IN CUSIP No. 638560102 SCHEDULE 13D Page 5 of 7 Item 1. Security and Issuer This Schedule 13D ("Schedule") relates to shares of common stock, $1.00 par value (the "Common Stock"), of Maxco, Inc. (the "Issuer"). The principal executive office of the Issuer is 1118 Centennial Way, Lansing, MI 48917. Item 2. Identity and Background This Schedule is filed on behalf of ROI Capital Management, Inc. ("ROI, Inc."), Mark T. Boyer and Mitchell J. Soboleski ("Reporting Entities"), whose principal business office address is 17 E. Sir Francis Drake Blvd., Suite 225, Larkspur, CA 94939. Reporting Entities can be deemed to have beneficial ownership due to the fact that Reporting Entities have dispositive authority of the reported securities held in advisory accounts of ROI Capital Management, Inc. ROI, Inc. does not own any of the reported securities directly, only through an interest in one or more of the advisory accounts. Mr. Boyer and Mr. Soboleski can be deemed having beneficial ownership of a portion of the reported shares that are held in personal or family owned accounts which are not managed by ROI, Inc. ROI, Inc. is an investment advisor registered as such with the SEC. ROI, Inc. has 2 owners, Mark T. Boyer, President and Mitchell J. Soboleski, Secretary. None of ROI, Inc. or ROI, Inc.'s officers have, during the past five years, been convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors). None of ROI, Inc., or ROI, Inc.'s officers have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ROI, Inc. is a California corporation, and Mitchell J. Soboleski and Mark T. Boyer are United States citizens. Item 3. Source and Amount of Funds or Other Consideration Funds for the purchases of Common Stock for accounts managed by ROI, Inc. were obtained from the working capital of advisory clients. Funds for the purchases of common stock for additional shares reported by Mr. Boyer and Mr. Soboleski were obtained from personal assets. CUSIP No. 638560102 SCHEDULE 13D Page 6 of 7 Item 4. Purpose of Transaction. The purchases of Common Stock were made solely for investment purposes. Depending upon market conditions and other factors, Reporting Entities may acquire additional securities of the Issuer, or alternatively, may dispose of some or all of the securities of the Issuer that it beneficially owns. Item 5. Interest in Securities of the Issuer (a),(b) Reference is made hereby to Items 7-11 and 13 of pages two (2), three (3) and four (4) of this Schedule, which Items are incorporated by reference herein. Of the shares reported, a negligible number is owned by reporting persons directly, the majority is held in advisory accounts of ROI Capital Management, Inc. (c) ROI Capital Management, Inc. effected the following purchase through registered broker-dealers in the last sixty days for its advisory accounts: Number of Date Shares Price/unit 4/4/06 4,400 5.22 (d),(e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer None. CUSIP No. 638560102 SCHEDULE 13D Page 7 of 7 Item 7. Material to be Filed as Exhibits None. Signatures After reasonable inquiry and to the best of their respective knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. DATED: April 12, 2006 MITCHELL J. SOBOLESKI /s/ Mitchell J. Soboleski ________________________ By: Mitchell J. Soboleski DATED: April 12, 2006 MARK T. BOYER /s/ Mark T. Boyer ________________________ By: Mark T. Boyer DATED: April 12, 2006 ROI CAPITAL MANAGEMENT, INC. /s/ Mitchell J. Soboleski ________________________ By: Mitchell J. Soboleski its: Secretary