|
Ingram
Micro Inc.
|
|
(Name
of Issuer)
|
|
Class
A Common Stock, par value $0.01
|
|
(Title
of Class of Securities)
|
|
457153
10 4
|
|
(CUSIP
Number)
|
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Martha
R. Ingram
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
x
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
331,046
|
|
6
|
SHARED
VOTING POWER
15,099,259
|
|
|
7
|
SOLE
DISPOSITIVE POWER
331,046
|
|
|
8
|
SHARED
DISPOSITIVE POWER
15,099,259
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,430,305
|
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.8%
|
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
QTIP
Marital Trust Created Under the E. Bronson Ingram Revocable
Trust
Agreement Dated January 4, 1995
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
x
|
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Tennessee
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
15,099,259
|
|
6
|
SHARED
VOTING POWER
-0-
|
|
|
7
|
SOLE
DISPOSITIVE POWER
15,099,259
|
|
|
8
|
SHARED
DISPOSITIVE POWER
-0-
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,099,259
|
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.6%
|
|
|
12
|
TYPE
OF REPORTING PERSON
OO
|
|
Item
1(a).
|
Name
of Issuer:
|
|
|
Ingram
Micro Inc. (the “Company”)
|
||
|
Item
1(b).
|
Address
of Issuer’s Principal Executive Offices:
|
|
|
1600
E. St. Andrew Place
Santa
Ana, CA 92705
|
||
|
|
||
|
Item
2(a).
|
Name
of Person Filing:
|
|
|
Martha
R. Ingram
|
||
|
QTIP
Marital Trust Created Under the E. Bronson Ingram Revocable Trust
Agreement Dated January 4, 1995 (“QTIP Trust”)
|
||
|
In
accordance with Rule 13d-1(f)(1) under the Securities Exchange
Act of
1934, as amended (the “Exchange Act”), each person filing this statement
acknowledges that it is responsible for the completeness and accuracy
of
the information contained herein concerning that person but is
not
responsible for the completeness or accuracy of the information
concerning
the other persons making the filing, unless such person knows or
has
reason to believe that such information is inaccurate.
|
||
|
Item
2(b).
|
Address
of Principal Business Office or, if None,
Residence:
|
|
|
The
business address of Martha R. Ingram is c/o Ingram Industries Inc.,
One
Belle Meade Place, 4400 Harding Road, Nashville, TN
37205.
|
||
|
The
address of QTIP Trust is c/o Ingram Industries Inc., One Belle
Meade
Place, 4400 Harding Road, Nashville, TN 37205.
|
||
|
Item
2(c).
|
Citizenship:
|
|
|
Each
of the persons filing this statement is a United States citizen,
corporation or limited partnership organized under the laws of
a state of
the United States or a trust created or governed under the laws
of a state
of the United States.
|
||
|
Item
2(d).
|
Title
of Class of Securities:
|
|
|
Class
A Common Stock, par value $0.01 per
share
|
|
Item
2(e).
|
CUSIP
Number:
|
|
|
457153
10 4
|
|
Item
3.
|
Type
of Reporting Person:
|
|
|
N/A
|
|
Item
4.
|
Ownership.
|
|
Beneficial
Ownership
at
12/31/07
(1) (2)
|
%
of
Common Stock
at
12/31/07 (2)
|
||
|
Martha
R. Ingram
|
15,430,305
(3)
|
8.8%
|
|
|
QTIP
Trust
|
15,099,259
|
8.6%
|
|
|
(1)
|
Each
person has sole voting and dispositive power with respect to the
shares
shown as beneficially owned, except as indicated
below.
|
|
|
(2)
|
Pursuant
to Rule 13d-3 promulgated under the Exchange Act, as used in this
table,
“beneficial ownership” means the sole or shared power to vote or direct
the voting or to dispose or direct the disposition of any
security. A person is deemed as of any date to have “beneficial
ownership” of any security that such person has a right to acquire within
60 days after such date. For purposes of calculating the
ownership percentage of any person named above, any securities
that any
person other than such person has the right to acquire within 60
days of
such date are not deemed to be
outstanding.
|
|
|
(3)
|
Includes
options exercisable for 95,212 shares of Common Stock held by Martha
R.
Ingram. Also includes the shares held by QTIP Trust, with
respect to which Martha R. Ingram acts as a trustee and shares
voting and
dispositive power.
|
|
Item
5.
|
Ownership
of Five Percent or Less of a Class.
|
|
|
N/A
|
||
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
|
|
N/A
|
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding Company.
|
|
|
N/A
|
||
|
Item
8.
|
Identification
and Classification of Members of the Group.
|
|
|
N/A
|
||
|
Item
9.
|
Notice
of Dissolution of Group.
|
|
|
N/A
|
||
|
Item
10.
|
Certifications.
|
|
|
N/A
|
|
LILY
YAN AREVALO
|
|||
|
For
each of:
|
|||
|
Martha
R. Ingram
|
|||
|
Martha
R. Ingram as co-trustee for the QTIP MARITAL TRUST CREATED UNDER
THE E.
BRONSON INGRAM REVOCABLE TRUST AGREEMENT DATED JANUARY 4, 1995
|
|||
|
/s/ Lily Yan Arevalo
|
|||
|
Name: Lily
Yan Arevalo
|
|||
|
Title: Attorney-in-Fact
|
|||
|
Exhibit
|
||
|
1.
|
Names
of Reporting Persons
|
|
|
2.
|
Power
of Attorney for (A) Martha R. Ingram and (B) QTIP Marital Trust
Created
Under the E. Bronson Ingram Revocable Trust Agreement Dated January
4,
1995
|