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SCHEDULE 13D - INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13D-1(A) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13D-2(A).*
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*As amended by Releases No.34-15457, dated January 4, 1979, effective February
14, 1979 (as corrected by Release No. 34-15457A, dated February 25, 1979) and
No. 34- 14384, dated November 29, 1979, effective January 5, 1980. - Editor.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 9)*
HAVERTY FURNITURE COMPANIES, INC.
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(Name of Issuer)
Class A Common Stock, $1.00 par value
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(Title of Class of Securities)
419596-20-0
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(CUSIP Number)
Terry Ferraro Schwartz, Esq.
Smith, Gambrell & Russell, LLP
Suite 3100, Promenade II
1230 Peachtree Street, N.E.
Atlanta, Georgia 30309-3592
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
May 28, 1998
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(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 ss. ss. 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 ss. 240.13d-7(b) 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 and
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.)
(Continued on following page(s))
Page 1 of 7 Pages
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CUSIP No. 13D Page 2 of 7 Pages
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i. NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON
Rawson Haverty
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ii. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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iii. SEC USE ONLY
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iv. SOURCE OF FUNDS*
00/PF
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v. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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vi. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
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NUMBER vii. SOLE VOTING POWER
OF SHARES
BENEFICIALLY 375,153
OWNED BY ------------------------------------------------------------
EACH viii. SHARED VOTING POWER
REPORTING
PERSON 363,709
WITH ------------------------------------------------------------
ix. SOLE DISPOSITIVE POWER
375,153
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x. SHARED DISPOSITIVE POWER
363,709
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xi. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
738,862
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xii. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES* [ ]
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xiii. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.42%
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xiv. TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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AMENDMENT NO. 9 TO SCHEDULE 13D
OF RAWSON HAVERTY
This filing constitutes an amendment to a Schedule 13D filed with the
Securities and Exchange Commission by Rawson Haverty, Chairman of the Board of
Haverty Furniture Companies, Inc. (the "Issuer"), with respect to the Issuer's
$1.00 par value Class A common stock (the "Class A Common Stock").
Item 1. Security and Issuer.
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This filing relates to shares of the Class A Common Stock of the Issuer,
whose principal executive offices are located at 866 West Peachtree Street,
N.W., Atlanta, Georgia 30308.
Item 2. Identity and Background.
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This Schedule 13D is filed by Rawson Haverty, an individual whose business
address is 866 West Peachtree Street, N.W., Atlanta, Georgia 30308. Mr. Haverty
is Chairman of the Board of the Issuer.
Mr. Haverty has not been convicted in a criminal proceeding during the last
five years nor has he, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction which
resulted in 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.
Mr. Haverty is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
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The securities which are the subject of this filing were originally
acquired by Mr. Haverty pursuant to a recapitalization of the Issuer on April
25, 1986, whereby the then outstanding common stock of the Issuer automatically
converted into a new class of $1.00 par value common stock ("Common Stock"), and
shares of newly authorized Class A Common Stock were distributed to stockholders
on May 23, 1986 by way of a 100% stock dividend declared on the outstanding
Common Stock and paid in shares of Class A Common Stock. As a result of the
recapitalization, each stockholder received a number of shares of Class A Common
Stock equal to the number of shares of Common Stock held by such Stockholder on
the record date for payment of the stock dividend. In June 1986, Mr. Haverty,
together with certain other stockholders of the Issuer, conducted an exchange
offer with certain offeree stockholders of the Issuer, whereby the offering
stockholders offered to exchange shares of Common Stock owned by them for shares
of the Class A Common Stock of the Issuer owned by the offeree stockholders. The
offering stockholders, all of whom were officers and/or directors of the Issuer
at the time, or members of their immediate families and related interests,
conducted the exchange offer with a group of offeree stockholders which was
principally comprised of non-management members of the Haverty family
(descendants
Page 3 of 7 Pages
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of the Issuer's founder, J. J. Haverty) or former executive officers and
directors of the Issuer and their spouses, widows and children.
Since the recapitalization and exchange offer, Mr. Haverty's beneficial
ownership of Class A Common Stock has changed due to various factors, including
personal transactions by Mr. Haverty, such as gifts, sales, purchases, and
exercises of stock options. In addition, Mr. Haverty's beneficial ownership of
the Class A Common Stock has changed due to changes in the number of outstanding
shares of Class A Common Stock, which number has decreased since the filing of
the last amendment (Amendment No. 8) to this Schedule 13D.
Item 4. Purpose of Transaction.
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Since the filing of the last amendment to this Schedule 13D, Mr. Haverty's
beneficial ownership of shares of Class A Common Stock has increased primarily
due to a decrease in the number of outstanding shares of such class. As of May
28, 1998, Mr. Haverty owned approximately 28.62% of the outstanding shares of
Class A Common Stock, and as of December 31, 1998, Mr. Haverty owned
approximately 29.42% of the outstanding shares of Class A Common Stock.
Mr. Haverty is Chairman of the Board of the Issuer and is Chairman of the
Executive Committee of the Board of Directors, and thus is a member of senior
management of the Issuer.
Item 5. Interest of Securities of the Issuer.
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(a) As of December 31, 1998, Mr. Haverty beneficially owned an aggregate
of 738,862 shares, or approximately 29.42% of the outstanding Class A Common
Stock of the Issuer. Of this amount, Mr. Haverty possesses sole voting and
investment powers with respect to 375,153 shares, and shared voting and
investment powers with respect to 363,709 shares.
(b) Mr. Haverty possesses sole voting and investment powers with respect
to 375,153 shares, and shared voting and investment powers with respect to
363,709 shares. The following information is provided with respect to shares as
to which Mr. Haverty shares voting and/or investment powers:
(i) 143,375 shares of Class A Common Stock are held in the
Issuer's Retirement Plan and Trust, with respect to which Mr.
Haverty shares voting and investment powers with the Employee
Benefits and Stock Option Committee of the Board of Directors
of the Issuer. This committee is comprised of three directors
of the Issuer as follows:
(A) Frank S. McGaughey, III, Chairman of the Committee, is a
partner in the law firm of Powell, Goldstein, Frazer &
Murphy, LLP. Mr. McGaughey's business address is 191
Peachtree Street, Atlanta, Georgia 30303. Mr. McGaughey
is a United States citizen.
(B) Lynn H. Johnston is retired, and prior to retirement
served as Chairman of the Board of ING America Life
Corporation. Mr. Johnston's residence
Page 4 of 7 Pages
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address is 5050 Hidden Branches Circle, Dunwoody, Georgia
30338. Mr. Johnston is a United States citizen.
(C) Robert R. Woodson is retired, and prior to retirement
served as Chairman of the Board of John H. Harland
Company. Mr. Woodson's residence address is 2042 Deer
Ridge Drive, Stone Mountain, Georgia 30087. Mr. Woodson
is a United States citizen.
(D) John T. Glover is currently President of Post Properties,
Inc., whose business address is 3350 Cumberland Circle,
Suite 2200, Atlanta, Georgia 30339. Mr. Glover is a
United States citizen.
(ii) 4,662 shares are held in the Rawson Haverty Self-Employed
Retirement Plan and Trust, the Trustee of which is SunTrust
Securities, Inc. ("SunTrust"). SunTrust's address is P.O. Box
4418, Atlanta, Georgia 30302.
(iii) 93,532 shares are owned of record by Mr. Haverty's spouse,
Margaret M. Haverty, with respect to which Mr. Haverty shares
voting and investment powers. Mr. and Mrs. Haverty's residence
address is 3740 Paces Valley Road, N.W., Atlanta, Georgia
30327. Mrs. Haverty is a United States citizen.
(iv) 47,190 shares are held in a Trust for Rawson Haverty, the
Trustee of which is SunTrust.
(v) 47,670 shares are held in a Trust for Betty H. Smith, the
sister of Rawson Haverty, with respect to which NationsBank,
N.A. ("NationsBank") and Mr. Haverty are Co-Trustees.
NationsBank's address is Suite 1100, 600 Peachtree Street,
N.E., Atlanta, Georgia 30308.
(vi) 5,325 shares are held in a Trust under the Will of Elizabeth
R. Haverty for the benefit of Rawson Haverty, with respect to
which NationsBank and Mr. Haverty are Co-Trustees.
(vii) 5,325 shares are held in Trust under the Will of Elizabeth R.
Haverty for the benefit of Betty H. Smith, the sister of
Rawson Haverty, with respect to which NationsBank and Mr.
Haverty are Co-Trustees.
(viii) 21,292 shares are held by the Mary E. Haverty Foundation, a
charitable foundation of which Mr. Haverty serves as Chairman
of the Board of Trustees, and with respect to which he shares
voting and investment powers with other members of the Board
of Trustees. The following information is provided with
respect to the other Trustees:
(A) Frank S. McGaughey, Jr. is retired and prior to
retirement served as President and Chief Executive
Officer of the Issuer. Mr. McGaughey's
Page 5 of 7 Pages
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residence address is 3180 Lemons Ridge, Atlanta, Georgia
30339. Mr. McGaughey is a United States citizen.
(B) Alex W. Smith is a partner in the law firm of Smith,
Gambrell & Russell, LLP, his business address is 1230
Peachtree Street, Suite 3100, Atlanta, Georgia 30309, and
he is a United States citizen.
(C) Rawson Haverty, Jr. is Vice President, Real Estate and
Insurance Divisions, of the Issuer, his business address
is 866 West Peachtree Street, N.W., Atlanta, Georgia
30308, and he is a United States citizen.
(D) Ben M. Haverty is Regional Manager and General Manager of
the Issuer's Atlanta, Georgia operations, his business
address is 5849 Peachtree Road, Chamblee, Georgia 30341,
and he is a United States citizen.
No person described in this Item 5.(b) has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) during the
last five years, nor has any such person, during the last five years, been a
party to a civil proceeding before a judicial or administrative body of
competent jurisdiction which resulted in a judgment, decree or final order
enjoining him or her from future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
(c) Since September 30, 1998, Mr. Haverty made gifts of an aggregate of
4,750 shares of Class A Common Stock to various family members. On December 17,
1998, he also purchased 835 shares of Class A Common Stock at the purchase price
of $20.00 per share.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with
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Respect to Securities of the Issuer.
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There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between Mr. Haverty and any other person with respect to
any securities of the Issuer, except as otherwise described in Item 5.
Item 7. Material to be Filed as Exhibits.
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There are no exhibits being filed with this Amendment to Schedule 13D.
Page 6 of 7 Pages
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SIGNATURE
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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.
January 6, 1999
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Date
/s/ Rawson Haverty
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Signature
Rawson Haverty
Chairman of the Board
Haverty Furniture Companies, Inc.
Page 7 of 7 Pages
