UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AMENDMENT NO. 4
STIFEL FINANCIAL CORP.
(Name of Issuer)
COMMON
(Title of Class of Securities)
860630102
(CUSIP Number)
JOHN LATSHAW
3 DUNFORD CIRCLE
KANSAS CITY, MISSOURI 64113
(816) 361-6161
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 25, 1995
(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 / /.
Check the following box if a fee is being paid with the
statement / /. (A fee is not required only if the reporting
person: (1) has a previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of
such class. See Rule 13d-7.)
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 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).
SCHEDULE 13D
CUSIP NO. 860630102 PAGE 2 OF 12 PAGES
1 Name of Reporting Person
SS or IRS Identification No. of Above Person
LATSHAW ENTERPRISES, INC. 44-0427150
2. Check the appropriate Box if a Member of a Group (a) /X/
(b) / /
3. SEC Use Only
4. Source of Funds
WC
5. Check Box if Disclosure of Legal Proceedings
is Required Pursuant to Items 2(d) or 2(e) / /
6. Citizenship or Place of Organization
DELAWARE
7. Sole Voting Power
-0-
8. Shared Voting Power
75,014
9. Sole Dispositive Power
-0-
10. Shared Dispositive Power
75,014
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
75,014
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13. Percent of Class Represented by Amount in Row (11)
1.78%
14. Type of Reporting Person
CO
<PAGE>
SCHEDULE 13D
CUSIP NO. 860630102 PAGE 3 OF 12 PAGES
1 Name of Reporting Person
SS or IRS Identification No. of Above Person
JOHN LATSHAW 486039538
2. Check the appropriate Box if a Member of a Group (a) /X/
(b) / /
3. SEC Use Only
4. Source of Funds
PF
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
7. Sole Voting Power
243,219
8. Shared Voting Power
75,014
9. Sole Dispositive Power
243,219
10. Shared Dispositive Power
75,014
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
318,233 (Includes shares beneficially owned by Latshaw
Enterprises, Inc.)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares / /
13. Percent of Class Represented by Amount in Row (11)
7.56% (Includes shares beneficially owned by Latshaw
Enterprises, Inc.)
14. Type of Reporting Person
IN
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this statement
relates is the Common Stock $0.15 par value of Stifel Financial
Corp. (the "Shares"). The principal executive offices of Stifel
Financial Corp. (the "Issuer") are located at 500 North Broadway,
St. Louis, Missouri 63102.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is filed by Latshaw Enterprises, Inc., a
Delaware corporation ("Laten"), and Mr. John Latshaw, Chairman of
the Board, Managing Director, Chief Executive Officer and a
stockholder of Laten.
The principal business of Laten is manufacturing, and
through its subsidiaries it produces component parts for a wide
range of original equipment manufacturers, as well as consumer
products. The address of Laten's principal business and
principal office is 2533 South West Street, Wichita, Kansas
66217. Laten has not during the last five years been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors), nor during the last five years has Laten been a
party to a civil proceeding of a judicial or administrative body
of competent jurisdiction resulting in any 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. John Latshaw is an individual who resides at 3 Dunford
Circle, Kansas City, Missouri 64112. His present principal
occupations are Chairman of the Board of Directors, Managing
Director and Chief Executive Officer of Laten and Chairman of the
Board of Directors of Wescon Products Company, a wholly-owned
subsidiary of Laten. Mr. Latshaw's principal business office
with Laten and Wescon Products Company is 3 Dunford Circle,
Kansas City, Missouri 64112. Mr. Latshaw is a United States
citizen. Mr. Latshaw has not during the last five years been
convicted in any criminal proceeding (excluding traffic
violations or similar misdemeanors), nor during the last five
years has he been a party to a civil proceeding of any judicial
or administrative body resulting in any 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. Latshaw beneficially owned 664,660 shares of common
stock of Laten as of July 25, 1995, including 281,600 shares
which Mr. Latshaw has the present right to acquire upon
conversion of Variable Interest Rate Convertible Subordinated
Debentures due November 8, 2022 owned by him and 266,000 shares
owned by Con-Lib Holding Company. If Mr. Latshaw converted his
Debentures into common stock, and no other Debentures were
converted, Mr. Latshaw would own 69.2% of the outstanding common
stock of Laten.
Other than Mr. Latshaw, the Executive Officers, Directors
and persons known to be the beneficial owners of more than 5% of
the outstanding stock ("5% Beneficial Owners") of Laten are:
Executive Officers
Michael E. Bukaty P.O. Box 7710 President and Chief
Wichita, Kansas 67277 Operating Officer
David G. Carr P.O. Box 7710 Senior Vice
Wichita, Kansas 67277 President,
Chief Financial
Officer and
Secretary
Directors
James C. Gale 315 West 106th Street, Managing Director
Apt. 4A of Gruntal & Co.,
New York, NY 10025 Inc., New York,
investment bankers
L. Chandler Smith 18 Coventry Court Director of
Shawnee Msn., KS 66208 Corporate
Development
of Laten
Elizabeth A. Reid- 1444 Miller Drive Private Investor
Scott Los Angeles, CA 90069
Michael E. Bukaty P.O. Box 7710 President and Chief
Wichita, KS 67277 Operating Officer of Laten
Constance H. 3 Dunford Circle Private Investor
Latshaw Kansas City, MO 64112
David M. Pangrac 518 Marina Drive Consultant employed
P.O. Box 2736 with Pangrac &
Port Aransas, TX 78373 Associates
Consultants, Inc.,
network and
communications
consultants
<PAGE>
Beneficial Owners of More Than 5% of Outstanding Shares
Lazard Freres One Rockefeller Plaza Investment Advisor
& Co., L.L.C. New York, NY 10020 Registered Under
Section 203 of the
Investment Advisors
Act of 1940
As of July 31, 1995, Lazard Freres & Co., L.L.C., owned 54,800
shares comprising approximately 11% of the outstanding stock of
Laten.
Con-Lib Holding 3 Dunford Circle Investment general
Company Kansas City, MO 64112 partnership
Gerard J. Mos III,
General Manager
As of July 31, 1995, Con-Lib Holding Company owned 266,000 shares
comprising approximately 39.6% of the outstanding stock of Laten.
Latshaw Enterprises P. O. Box 419226 Employee Stock
Employee Stock Kansas City, MO 64141 Ownership Plan
Ownership Plan
and Trust
As of July 31, 1995, the Latshaw Enterprises, Inc. Employee Stock
Ownership Plan and Trust (the "ESOP") owned 96,014 shares
comprising approximately 19.4% of the outstanding stock of Laten.
None of the Executive Officers, Directors or 5% Beneficial
Owners identified above, excluding Lazard Freres & Co., L.L.C.,
has during the last five years been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors), nor has any Executive Officer, Director or 5%
Beneficial Owner identified above, excluding Lazard Freres & Co.,
L.L.C., during the last five years been a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction resulting in any 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. All Executive
Officers, Directors and 5% Beneficial Owners identified above,
excluding Lazard Freres & Co., L.L.C., Con-Lib Holding Company
and the ESOP, are citizens of the United States of America.
Lazard Freres & Co. is a New York limited liability company.
Con-Lib Holding Company is a Missouri general partnership. The
ESOP is an employee benefit plan qualified under Section 401 of
the Internal Revenue Code of 1986, as amended.
Laten and Mr. Latshaw have no information or knowledge of
whether Lazard Freres & Co., L.L.C. has during the last five
years been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors), or during the last five
years been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction resulting in any
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, and Laten and Mr. Latshaw make no representations
concerning Lazard Freres & Co., L.L.C.
The inclusion of 5% Beneficial Owners in this Schedule 13D
shall not be deemed an admission that any or all of such persons
directly or indirectly control Laten.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
As of July 25, 1995, Mr. Latshaw has purchased an additional
45,000 Shares for a gross amount of $324,074 since the filing of
Amendment No. 3 to the Schedule 13D. The source of such
consideration was Mr. Latshaw's personal funds. Since the filing
of Amendment No. 3, Laten has received 6,974 Shares and Mr.
Latshaw has received 20,016 Shares in a stock dividend paid by
the Issuer.
Amendment No. 3 to the Schedule 13D reported that (a) the
amount of consideration used in making the purchases of
additional Shares since the filing of Amendment No. 2 to the
Schedule 13D was $373,545.50 as of June 29, 1993, (b) the source
of such consideration was Mr. Latshaw's personal funds and (c)
Laten received 3,240 Shares and Mr. Latshaw received 6,165 Shares
in a stock dividend paid by the Issuer in October, 1992.
Amendment No. 1 to the Schedule 13D reported that the source
of funds for additional purchases of Shares as of November 1,
1989 by Laten was Laten's working capital, the amount of such
funds aggregating $76,553.57, and that since the initial filing
on Schedule 13D, Laten had also sold 28,500 Shares of the Issuer.
Amendment No. 1 also reported that the amount of consideration
for the additional Shares purchased by Mr. Latshaw as of November
1, 1989 was $329,345.37, that Mr. Latshaw purchased all shares
owned by him on margin in B.C. Christopher Securities Co. Account
No. 740-66600-1-4-007 and that Mr. Latshaw's personal funds
satisfied the account's equity requirements.
The initial filing of the Schedule 13D reported that the
source of funds for all purchases of Shares by Laten was Laten's
working capital, the amount of such funds aggregating $814,876 as
of January 24, 1989. The initial filing also reported that Mr.
Latshaw had purchased 69,677 Shares for a gross amount of
$474,614 as of January 24, 1989, that Mr. Latshaw purchased all
Shares owned by him on margin in B.C. Christopher Securities Co.
Account No. 740-66600-1-4-007 and that Mr. Latshaw's personal
funds satisfied the account's equity requirements.
The amount of consideration reported in the Schedule 13D and
all amendments thereto is the total amount expended by Laten and
Mr. Latshaw to purchase Shares, without subtracting proceeds
received in respect of sales of Shares.
This Item is inapplicable to the other Executive Officers,
Directors and 5% Beneficial Owners of Laten.
ITEM 4. PURPOSE OF TRANSACTION.
Laten has no present agreement or understanding with respect
to, and does not presently have any plans or proposals which
relate to or would result in any of the matters enumerated under
Item No. 4 of Schedule 13D. However, Laten reserves the right to
acquire or dispose of Shares, depending upon circumstances
existing from time to time, including market conditions. Laten
may consider all options for potential future actions as may be
in its interests.
Mr. Latshaw has no present agreement or understanding with
respect to, and does not presently have any plans or proposals
which relate to or would result in any of the matters enumerated
under Item No. 4 of Schedule 13D. However, Mr. Latshaw reserves
the right to acquire or dispose of Shares, depending upon
circumstances existing from time to time, including market
conditions. Mr. Latshaw may consider all options for potential
future actions as may be in his interests.
This Item is inapplicable to the other Executive Officers,
Directors and 5% Beneficial Owners of Laten.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Laten, together with Mr. John Latshaw owned 318,233
shares on July 25, 1995, which they believe to be 7.56% of the
entire class of shares of the Issuer.
Laten owned 75,014 Shares on July 25, 1995, which it
believes to be 1.78% of the entire class of shares of the Issuer.
Laten owns no additional shares beneficially.
Mr. John Latshaw owned 243,219 Shares on July 25, 1995,
which he believes to be 5.78% of the entire class of Shares of
the Issuer. Mr. Latshaw beneficially owned the 75,014 Shares
owned by Laten on July 25, 1995.
Laten and Mr. Latshaw are not aware of any ownership of
Shares by the other Executive Officers, Directors or 5%
Beneficial Owners identified herein.
(b) Mr. Latshaw has the sole power to vote, or to direct
the vote, and the sole power to dispose, or to direct the
disposition of the Shares owned by him. As the Chairman of the
Board, Managing Director and Chief Executive Officer of Laten,
Mr. Latshaw shares with Laten the power to vote, or to direct the
vote, and the power to dispose, or direct the disposition of the
Shares owned by Laten.
(c) During the period beginning sixty days prior to July
25, 1995, Mr. Latshaw effected the following purchases through
Mr. Latshaw's account with Stifel, Nicolaus & Company.
Date Number of Shares Price per Share
7/24/95 6,000 7 1/8
7/25/95 4,000 7
All shares purchased by Mr. Latshaw were obtained on the
open market through Stifel, Nicolaus & Company.
(d) No other person is known to have the right to receive
or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the Shares.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Laten is not a party to any contract, arrangement,
understanding or relationship (legal or otherwise) with any
person with respect to the Shares other than as described in Item
5. None of the Shares owned by Laten are pledged or otherwise
subject to any contingency the occurrence of which would give
another person voting power or investment power over such Shares.
Mr. Latshaw is not a party to any contract, arrangement,
understanding or relationship (legal or otherwise) with any
person with respect to the Shares other than as described in Item
5. None of the Shares owned by Mr. Latshaw are pledged or
otherwise subject to any contingency the occurrence of which
would give another person voting power or investment power over
such Shares.
This Item is inapplicable to the Executive Officers,
Directors and 5% Beneficial Owners of Laten.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit 1. Statement of joint filing.
<PAGE>
Schedule 13D
Amendment No. 4
August 11, 1995
SIGNATURES
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.
LATSHAW ENTERPRISES, INC.
August 11, 1995 By: /s/ John Latshaw
John Latshaw, Chairman of the
Board, Managing Director and
Chief Executive Officer
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.
August 11, 1995 /s/ John Latshaw
John Latshaw, Individually
<PAGE>
EXHIBIT INDEX TO AMENDMENT NO. 3
TO SCHEDULE 13D
No. Description of Exhibit
1. Statement of Joint Filing
<PAGE>
- -146189
Schedule 13D
Amendment No. 4
August 11, 1995
EXHIBIT 1
STATEMENT OF JOINT FILING
Pursuant to Reg. Section 240.13d-1(f)(1)(iii) of the
Securities Exchange Act of 1934, the foregoing Amendment No. 4 to
the Schedule 13D is filed on behalf of Latshaw Enterprises, Inc.
and Mr. John Latshaw.
LATSHAW ENTERPRISES, INC.
August 11, 1995 By: /s/ John Latshaw
John Latshaw, Chairman of the
Board, Managing Director and
Chief Executive Officer
August 11, 1995 /s/ John Latshaw
John Latshaw, Individually
