STEELCASE INC
SC 13G/A, 2000-02-18
OFFICE FURNITURE (NO WOOD)
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                 SCHEDULE 13G/A

                    Under the Securities Exchange Act of 1934

                               (Amendment No. 1)*


                                 Steelcase Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                              Class A Common Stock
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   858155 20 3
                               --------------------
                                 (CUSIP Number)


                                December 31, 1999
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

         [ ]    Rule 13d-1(b)

         [ ]    Rule 13d-1(c)

         [x]    Rule 13d-1(d)

*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).





POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.


                                  Page 1 of 6
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CUSIP No.  858155 20 3
          ------------

- --------------------------------------------------------------------------------
1.  Names of reporting persons
    IRS Identification Nos. of the above persons (entities only)

         David D. Hunting, Jr.
- --------------------------------------------------------------------------------
2.  Check the Appropriate Box if a Member of a Group (See Instructions)

    (a)      [ ]

    (b)      [ ]

- --------------------------------------------------------------------------------
3.  SEC Use Only
- --------------------------------------------------------------------------------
4.  Citizenship or Place of Organization        United States of America
- --------------------------------------------------------------------------------

Number of                  5.       Sole voting power        3,069,772
Shares Bene-               -----------------------------------------------------
ficially Owned             6.       Shared voting power        448,997
By Each                    -----------------------------------------------------
Reporting                  7.       Sole dispositive power   3,069,772
Person With:               -----------------------------------------------------
                           8.       Shared dispositive power   448,997
- --------------------------------------------------------------------------------
9.  Aggregate Amount Beneficially Owned by Each Reporting Person   3,518,769
                                                                 ---------------
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
    (See Instructions)   [  ]

11. Percent of Class Represented by Amount in Row (9)   12.3
                                                     ---------------------------
12. Type of Reporting Person (See Instructions)   IN
- --------------------------------------------------------------------------------


                                  Page 2 of 6
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ITEM 1.

         (a)      Name of Issuer.

                           Steelcase Inc.

         (b)      Address of Issuer's Principal Executive Offices.

                           901 - 44th Street, SE
                           Grand Rapids, Michigan 49508

ITEM 2.

         (a)      Name of Person Filing.

                           David D. Hunting, Jr.

         (b)      Address of Principal Business Office or, if none, Residence.

                           901 - 44th Street, SE
                           Grand Rapids, Michigan 49508

         (c)      Citizenship.

                           United States of America

         (d)      Title of Class of Securities.

                           Class A Common Stock

         (e)      CUSIP Number.

                           858 155 20 3

ITEM 3.        IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13D-1(B) OR
               240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:

         (a)  [ ]  Broker or dealer registered under section 15 of the Act
                   (15 U.S.C. 78o).

         (b)  [ ]  Bank as defined in section 3(a)(6) of the Act
                   (15 U.S.C. 78c).

         (c)  [ ]  Insurance company as defined in section 3(a)(19) of the
                   Act (15 U.S.C. 78c).

         (d)  [ ]  Investment company registered under section 8 of the
                   Investment Company Act of 1940 (15 U.S.C. 80a-8).


                                  Page 3 of 6
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         (e)  [ ]  An investment advisor in accordance with Section 240.13d-
                   1(b)(1) (ii)(E);

         (f)  [ ]  An employee benefit plan or endowment fund in accordance
                   withss.240.13d-1(b)(1)(ii)(F);

         (g)  [ ]  A parent holding company or control person in accordance
                   with Section 240.13d-1(b)(1)(ii)(G);

         (h)  [ ]  A savings association as defined in Section 3(b) of the
                   Federal Deposit Insurance Act (12 U.S.C. 1813);

         (i)  [ ]  A church plan that is excluded from the definition of
                   an investment company under section 3(c)(14) of the
                   Investment Company Act of 1940 (15 U.S.C. 80a-3);

         (j)  [ ]  Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).


ITEM 4.           OWNERSHIP.

         (a)      Amount beneficially owned:

                           3,518,769

         (b)      Percent of class:

                           12.3%

         (c)      Number of shares as to which the person has:

                  (i)      Sole power to vote or to direct the vote

                                    3,069,772

                  (ii)     Shared power to vote or to direct the vote

                                      448,997

                  (iii)    Sole power to dispose or to direct the
                           disposition of

                                    3,069,772

                  (iv)     Shared power to dispose or to direct the
                           disposition of

                                      448,997




                                  Page 4 of 6
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         The number of shares reported above includes 3,518,769 shares of Class
B Common Stock of the Issuer which are immediately convertible into an equal
number of shares of Class A Common Stock at the option of the holder. In
addition, if shares of Class B Common Stock are transferred to any person other
than a "Permitted Transferee" (as defined in the Issuer's Second Restated
Articles of Incorporation), such shares are automatically converted on a
share-for-share basis into shares of Class A Common Stock. Shares of Class B
Common Stock of the Issuer have the same attributes as shares of Class A Common
Stock of the Issuer except that each share of Class B Common Stock entitles the
holder thereof to ten votes on all matters upon which Shareholders have a right
to vote and each share of Class A Common Stock entitles the holder thereof to
one vote on such matters.

         If all the outstanding shares of Class B Common Stock of the Issuer
were converted into shares of Class A Common Stock, Mr. Hunting would be deemed
to be the beneficial owner of 2.3% of the Class A Common Stock.

ITEM 5.  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

         If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].


ITEM 6.  OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

         Of the shares reported in Item 4, 1,762,699 shares are held by various
trusts for the benefit of Marilyn C. Hunting.

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.  CERTIFICATION

           N/A


                                  Page 5 of 6
<PAGE>

                                    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.

Dated:  February 17, 2000


                                             /s/ David D. Hunting, Jr.
                                             -------------------------
                                             David D. Hunting, Jr.





                                  Page 6 of 6


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