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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 9)*
HAWKINS CHEMICAL, INC.
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(Name of Issuer)
COMMON STOCK, PAR VALUE $.05 PER SHARE
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(Title of Class of Securities)
420200 10 7
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(CUSIP Number)
Check the following box if a fee is being paid with this statement / /. (A fee
is not required only if the filing 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).
*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).
Page 1 of 7 pages
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CUSIP No. 420200 10 7 13G Page 2 of 7 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION No. OF ABOVE PERSON
Hawkins Chemical, Inc. Employee Stock Ownership Plan and Trust
(a) 41-0771293
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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 CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
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5 SOLE VOTING POWER
NUMBER OF 0
SHARES -------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 2,434,823 (b)
REPORTING -------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH
0
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8 SHARED DISPOSITIVE POWER
2,434,823 (b)
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,434,823 (b)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
22%
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12 TYPE OF REPORTING PERSON*
EP
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NOTES
(a) The Trustees of the Hawkins Chemical, Inc. Employee Stock Ownership
Plan and Trust are Messrs. Dean L. Hahn, Donald L. Shipp, John R. Hawkins and
Marvin E. Dee. Messrs.
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CUSIP No. 420200 10 7 13G Page 3 of 7 Pages
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Hahn, Shipp and Hawkins are all directors and officers of the Issuer and Mr.
Dee is an officer but not a director. Apart from the plan holdings in this
plan and the individual interests of each trustee under such plan as of
December 31, 1999, these individuals had personal holdings of the Issuer's
common stock as set forth below. Unless otherwise noted, all shares shown are
held by individuals possessing sole voting and dispositive power with respect
to such shares.
<TABLE>
<CAPTION>
Number of Percentage
Name Shares of Class
---- ------ --------
<S> <C> <C>
Dean L. Hahn 106,576(1) 0.9%
Donald L. Shipp 122,717(2) 1.1%
John R. Hawkins 75,787(3) 0.7%
Marvin E. Dee 0
</TABLE>
(b) The Hawkins Chemical, Inc. Employee Stock Ownership Plan and Trust
(the "ESOP") currently holds 2,434,823 shares of the Issuer's common stock,
representing 22% of the total outstanding shares. The ESOP allows participants
to direct the voting of shares allocated to their accounts, but since the
Trustees may vote shares with respect to which no directions are received, the
Trustees may be deemed to share voting power as to all of these shares. In
addition, certain Trustees, as individual participants in the ESOP, have the
power to direct the voting of the following number of shares allocated to their
personal accounts as of December 31, 1999: Dean L. Hahn, 205,301 shares; Donald
L. Shipp, 181,654 shares; and John R. Hawkins, 122,090 shares. The Trustees also
have dispositive power with respect to all 2,434,823 shares, provided that this
power is limited by a requirement that the assets of the ESOP Trust must consist
primarily of shares of the Issuer's stock. Each Trustee disclaims beneficial
ownership of the shares attributed to him solely as a Trustee of the ESOP.
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(1) Mr. Hahn has sole voting and dispositive power over all of these 106,576
shares, except for 9,902 shares that Mr. Hahn holds jointly with his wife as to
which he shares voting and dispositive power.
(2) Mr. Shipp has sole voting and dispositive power over all of these 122,171
shares, except 60,000 shares held by his wife as to which he may be deemed to
share voting and investment power, but as to which he disclaims beneficial
ownership.
(3) Mr. Hawkins has sole voting and dispositive power over all of these 75,787
shares, except 42,647 shares held by him as custodian for one minor child as to
which he has full voting and dispositive power, but as to which he disclaims
beneficial ownership; and 33,080 shares that Mr. Hawkins holds jointly with his
wife as to which he shares voting and dispositive power.
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CUSIP No. 420200 10 7 13G Page 4 of 7 Pages
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SCHEDULE 13G
ITEM 1.
(a) Name of Issuer
Hawkins Chemical, Inc.
(b) Address of Issuer's Principal Executive Offices
3100 East Hennepin Avenue
Minneapolis, Minnesota 55413
ITEM 2.
(a) Name of Person Filing
Hawkins Chemical, Inc. Employee Stock Ownership Plan
and Trust
(b) Address of Principal Business Office or, if none,
Residence
c/o Hawkins Chemical, Inc.
3100 East Hennepin Avenue
Minneapolis, Minnesota 55413
(c) Citizenship
Minnesota
(d) Title of Class of Securities
Common Stock, Par Value $.05 per share
(e) CUSIP Number
420200 10 7
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CUSIP No. 420200 10 7 13G Page 5 of 7 Pages
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ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR
13d-2(b), CHECK WHETHER THE PERSON FILING IS A:
(a) ____ Broker or Dealer registered under Section
15 of the Act
(b) ____ Bank as defined in section 3(a)(6) of the
Act
(c) ____ Insurance Company as defined in section
3(a)(19) of the Act
(d) ____ Investment Company registered under section
8 of the Investment Company Act
(e) ____ Investment Adviser registered under section
203 of the Investment Advisers Act of 1940
(f) X Employee Benefit Plan, Pension Fund which
____ is subject to the provisions of
the Employee Retirement Income Security Act of
1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F)
(g) ____ Parent Holding Company, in accordance with
Rule 13d-1(b)(1)(ii)(G)
(Note: See Item 7)
(h) ____ Group, in accordance with Rule
13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) Amount Beneficially Owned
2,434,823 (See Note b)
(b) Percent of Class
22%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
0
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CUSIP No. 420200 10 7 13G Page 6 of 7 Pages
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(ii) shared power to vote or to direct the vote
2,434,823 (See Note b)
(iii) sole power to dispose or to direct the disposition of
0
(iv) shared power to dispose or to direct the disposition
of
2,434,823 (See Note b)
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Not applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the control
of the issuer of such securities and were not acquired in connection
with or as a participant in any transaction having such purpose or
effect.
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CUSIP No. 420200 10 7 13G Page 7 of 7 Pages
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SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief,
the undersigned Trustees of the Hawkins Chemical, Inc. Employee Stock Ownership
Trust certify on behalf of the Trust that the information set forth in this
statement is true, complete and correct.
HAWKINS CHEMICAL, INC.
EMPLOYEE STOCK OWNERSHIP
TRUST
Dated: January 28, 2000 By: /s/ Dean L. Hahn
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Dean L. Hahn, Trustee
By: /s/ Donald L. Shipp
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Donald L. Shipp, Trustee
By: /s/ John R. Hawkins
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John R. Hawkins, Trustee
By: /s/ Marvin E. Dee
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Marvin E. Dee, Trustee
