|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Thomas W. Smith
|
|||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b) [x]
|
|||
|
3
|
SEC
USE ONLY
|
|||
|
4
|
CITIZEN
OR PLACE OF ORGANIZATION
United States
|
|||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
1,261,250
|
||
|
6
|
SHARED
VOTING POWER
1,725,018
|
|||
|
7
|
SOLE
DISPOSITIVE POWER
1,524,144
|
|||
|
8
|
SHARED
DISPOSITIVE POWER
1,725,018
|
|||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,249,162
|
|||
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable
|
|||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.9%
|
|||
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|||
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Scott J. Vassalluzzo
|
|||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b) [x]
|
|||
|
3
|
SEC
USE ONLY
|
|||
|
4
|
CITIZEN
OR PLACE OF ORGANIZATION
United States
|
|||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
||
|
6
|
SHARED
VOTING POWER
1,725,018
|
|||
|
7
|
SOLE
DISPOSITIVE POWER
80,514
|
|||
|
8
|
SHARED
DISPOSITIVE POWER
1,725,018
|
|||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,805,532
|
|||
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable
|
|||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.1%
|
|||
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|||
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Steven M. Fischer
|
|||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b) [x]
|
|||
|
3
|
SEC
USE ONLY
|
|||
|
4
|
CITIZEN
OR PLACE OF ORGANIZATION
United States
|
|||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
||
|
6
|
SHARED
VOTING POWER
1,657,818
|
|||
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|||
|
8
|
SHARED
DISPOSITIVE POWER
1,657,818
|
|||
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,657,818
|
|||
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable
|
|||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.0%
|
|||
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|||
|
ITEM
1.
|
(a)
|
Name
of Issuer:
|
|
|
(b)
|
Address
of Issuer's Principal Executive
Offices:
|
|
ITEM
2.
|
(a)
|
Name
of Person Filing:
|
|
|
(i)
|
Thomas
W. Smith
|
|
|
(ii)
|
Scott
J. Vassalluzzo
|
|
|
(iii)
|
Steven
M. Fischer
|
|
|
(b)
|
Address
of Principal Business Office:
|
|
|
(c)
|
Citizenship:
|
|
|
(d)
|
Title
of Class of Securities:
|
|
|
(e)
|
CUSIP
Number:
|
|
ITEM
3.
|
If
this Statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c),
check whether the person filing is
a:
|
|
ITEM
4.
|
Ownership
|
|
|
(a)
|
Thomas
W. Smith – 3,249,162 shares; Scott J. Vassalluzzo – 1,805,532 shares;
Steven M. Fischer – 1,657,818
|
|
|
(b)
|
Thomas
W. Smith – 3.9%; Scott J. Vassalluzzo – 2.1%; Steven M. Fischer –
2.0%
|
|
|
(c)
|
Thomas
W. Smith has the sole power to vote or direct the vote of 1,261,250 shares
and the sole power to dispose or to direct the disposition of 1,524,144
shares. Scott J. Vassalluzzo has the sole power to vote or
direct the vote of no shares and the sole power to dispose or to direct
the disposition of 80,514 shares. Steven M. Fischer has the
sole power to vote or direct the vote dispose or to direct the disposition
of no shares. Messrs. Smith, Vassalluzzo and Fischer have the shared power
to vote or to direct the vote and shared power to dispose or to direct the
disposition of 1,725,018, 1,725,018and 1,657,818 shares,
respectively. Voting and investment authority over investment
accounts established for the benefit of certain family members and friends
of Messrs. Smith and Vassalluzzo are subject to each beneficiary’s right,
if so provided, to terminate or otherwise direct the disposition of the
investment account.
|
|
ITEM
5.
|
Ownership
of Five Percent or Less of a Class
|
|
ITEM
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person
|
|
ITEM
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding
Company
|
|
ITEM
8.
|
Identification
and Classification of Members of the
Group
|
|
ITEM
9.
|
Notice
of Dissolution of Group
|
|
ITEM
10.
|
Certification
|