UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO._______)
RESEARCH, INCORPORATED
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(Name of Issuer)
Common Stock, $.50 Par Value
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(Title of Class of Securities)
76089810
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(CUSIP Number)
FRANK C. HAYER, III
3378 RACCOON RIDGE
ADEL, IOWA 50003
WITH A COPY TO: BEVERLY EVANS
DAVIS, BROWN, KOEHN, SHORS & ROBERTS, P.C.
2500 FINANCIAL CENTER, 666 WALNUT STREET
DES MOINES, IOWA 503309
July 28, 1997
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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 Rule 13d-1(b)(3) or (4), check the following box |_|.
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) 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
<PAGE>
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).
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1 NAME OF REPORTING PERSON: FRANK C. HAYER III
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON NOT INCLUDED
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7 SOLE VOTING POWER
48,900
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NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH --------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 48,900
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
48,900
<PAGE>
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT.
Item 1: Security and Issuer
The Issuer of the securities is RESEARCH, INCORPORATED, a Minnesota corporation
("Issuer")
The principal place of business of the Issuer is 6425 Flying Cloud Drive, Eden
Prairie, Minnesota 55344
The class of securities covered in this filing is the $.50 par value common
stock ("Shares") which are listed on the NASDAQ National Market under the symbol
"RESR".
Item 2: Identity and Background
Provide the answers to the following questions for each Reporting Person:
a. Name:
Frank C. Hayer, III
b. Residence or business address:
3378 Raccoon Ridge, Adel IA 50003
c. Present principal occupation or employment and the name,
principal business and address of any corporate or other
organization in which such employment is conducted:
Owner and general manager of a radio station, KHBT FM, P.O.
Box 217, Humboldt, IA 50548
d. Whether or not, during the last five years, such person has
been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) and, if so, give the
dates, nature of conviction, name and location of court, any
penalty imposed, or other disposition of the case: No
<PAGE>
(e) Whether or not, during the last five years, such person was a
party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such
proceeding was or is subject to a judgment, decree or final
order enjoining further violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws; and,
if so, identify and describe such proceedings and summarize
the terms of such judgment, decree or final order: No
(f) Citizenship: United States
Item 3: Source and Amount of Funds or Other Consideration
The funds used were personal funds of Mr. Hayer.
Item 4: Purpose of Transaction
The transaction is for investment purposes, and there is no other purpose at
this time. Additional Shares may be acquired or sold either in the open market
or privately from time to time.
Item 5: Interest in Securities of the Issuer
Mr. Hayer beneficially owns 48,900 shares of the Common Stock, which constitutes
5.1% of the Common Stock. This percentage was calculated based upon 968,424
total shares outstanding as of May 28, 1997 as reported in the Form 8-K of the
Issuer filed on June 10,1997. Mr. Hayer holds sole power to vote and sole power
to dispose of all such Shares.
Following are the transactions by Mr. Hayer within the last sixty days or since
the last filing of Schedule 13D (purchases in open market unless noted).
DATE NO. OF SHARES PRICE PER SHARE TOTAL
June 12, 1997 100 $8.97 $ 896.50
June 20, 1997 500 $9.63 $4,815.50
June 26, 1997 400 $8.80 $3,518.00
<PAGE>
July 28, 1997 1,000 $7.25 $7,250.00
Item 6: Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
None.
Item 7: Material to be Filed as Exhibits
None.
SIGNATURES
After reasonable inquiring and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
/s/ Frank C. Hayer
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Frank C. Hayer, Individually
Dated: July 30, 1997
