Amended Statement of Beneficial Ownership (sc 13d/a)
September 13 2017 - 2:52PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of
1934
(Amendment No. 4)*
|
BARNES GROUP INC.
|
|
(Name of Issuer)
|
|
|
|
Common Stock, par value $.01 per share
|
|
(Title of Class of Securities)
|
|
|
|
067806-10-9
|
|
(CUSIP Number)
|
|
|
|
Thomas O. Barnes, 123 Main Street,
Bristol, CT 06010, (860) 583-7070
|
|
(Name, Address and Telephone Number of
Person
|
|
Authorized to Receive Notices and
Communications)
|
|
|
|
August 30, 2017
|
|
(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 that 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 §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 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. 067806-10-9
|
13D
|
Page 2 of 4
Pages
|
|
1.
|
|
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF
ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
|
|
Thomas O. Barnes
|
|
2.
|
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see
instructions)
|
|
|
|
(a) ☐
|
|
|
|
|
|
|
(b) ☐
|
|
|
|
|
3.
|
|
SEC USE ONLY
|
|
|
|
|
|
4.
|
|
SOURCE OF FUNDS (see
instructions)
|
|
|
|
|
|
00
|
|
|
|
|
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 of America
|
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7.
|
|
SOLE VOTING POWER
|
|
|
|
|
|
|
|
|
|
|
|
3,023,996
|
|
|
|
8.
|
|
SHARED VOTING POWER
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
9.
|
|
SOLE DISPOSITIVE
POWER
|
|
|
|
|
|
|
|
|
|
|
|
931,984
|
|
|
|
10.
|
|
SHARED DISPOSITIVE
POWER
|
|
|
|
|
|
|
|
|
|
|
|
2,092,012
|
|
11.
|
|
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
|
|
|
|
|
|
3,023,996
|
|
|
|
|
12.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (see
instructions) ☐
|
|
|
|
13.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
|
|
|
|
|
|
5.62%
|
|
|
|
|
14.
|
|
TYPE
OF REPORTING PERSON (see instructions)
|
|
|
|
|
|
IN
|
|
|
|
|
|
|
|
|
CUSIP No. 067806-10-9
|
13D
|
Page 3 of 4
Pages
|
This Amendment No. 4 amends
and supplements the Schedule 13D originally filed by Thomas O. Barnes (the
“Reporting Person”), relating to the Common Stock, par value $0.01 per share
(the “Common Stock.”) as amended by Amendment No. 1 to Schedule 13D filed on
June 11, 2007, Amendment No. 2 filed on January 29, 2008, and Amendment No. 3
filed on December 15, 2010 (collectively the “Prior Filings”). Unless otherwise
defined, capitalized terms used in this Amendment No. 4 shall have the meaning
ascribed to them in Prior Filings.
Item 5. Interest in Securities of the
Issuer.
Item 5 is supplemented by
adding the following:
|
|
(a)
|
|
To the knowledge of
the Reporting Person, as of July 26, 2017, there were 53,837,680 shares of
Common Stock of Barnes Group Inc. as set forth in the Form 10-Q for the
quarter ended June 30, 2017. The Reporting Person beneficially owned as of
the date of this report 3,023,996 shares of Common Stock of the Company,
representing 5.62% of the outstanding Common Stock.
|
|
|
|
|
|
(b)
|
|
As of September 12,
2017, the Reporting Person has the sole power to vote or to direct the
vote of 3,023,996 shares, sole power to dispose of 931,984 shares, and
shared power to direct the disposition of 2,092,012 shares of Common
Stock.
|
|
|
|
|
|
(c)
|
|
On August 10, 2017,
the Reporting Person sold 2,000 shares of Common Stock on the New York
Stock Exchange at a price of $59.93 per share. The Reporting Person
received $119,860 as a result of the sale.
|
|
|
|
|
|
|
|
On August 22, 2017,
the Reporting Person disposed of 250 shares of Common Stock in a gift
transaction.
|
|
|
|
|
|
|
|
On August 30, 2017,
twelve of the trusts of which the Reporting Person is the Trustee sold a
total of 1,195 shares of Common Stock on the New York Stock Exchange, in
which the Reporting Person has a beneficial ownership interest, at a sale
price of $61.2226 per share. The trusts received a total of $73,161 as a
result of the sales.
|
|
|
|
|
|
|
|
On September 8, 2017,
the Reporting Person received 22.05 shares of Common Stock as a result of
reinvested dividends.
|
|
|
|
|
|
(d)
|
|
Other persons have
the right to receive or the power to direct the receipt of dividends from,
or the proceeds of the sale of the Common Stock. None of such other
persons has any right or power relating to more than five percent of the
total amount of Common Stock outstanding.
|
|
|
|
|
|
(e)
|
|
Not applicable. The
Reporting Person continues to be a beneficial owner of more than five
percent of the Common Stock.
|
|
|
|
|
|
CUSIP No. 067806-10-9
|
13D
|
Page 4 of 4
Pages
|
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.
|
|
COMPANY NAME
|
|
|
|
|
|
/s/Thomas O. Barnes
|
|
|
Thomas O. Barnes
|
|
|
|
|
|
Chairman of the Board
|
|
|
|
|
|
September 13, 2017
|
|
|
Date
|
Barnes (NYSE:B)
Historical Stock Chart
From Mar 2024 to Apr 2024
Barnes (NYSE:B)
Historical Stock Chart
From Apr 2023 to Apr 2024
