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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D/A
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 2 )(1)
Saucony, Inc.
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(Name of Issuer)
Class A Common Stock, $.33 1/3 par value per share
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(Title of Class of Securities)
448632109
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(CUSIP Number)
John H. Fisher, Saucony, Inc.
13 Centennial Drive, Peabody, MA 01960 (978) 532-9000
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 26, 1999
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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 that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 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
Rule 13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 3 Pages)
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(1) 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 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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CUSIP No. 448632109 13D/A Page 2 of 3 Pages
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
John H. Fisher
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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*
OO (gift of securities)
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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
U.S.A.
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7. SOLE VOTING POWER
307,129
NUMBER OF ---------------------------------------------------------
SHARES 8. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 293,161
EACH ---------------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON
WITH 307,129
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10. SHARED DISPOSITIVE POWER
293,161
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
600,290
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ X ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.2%
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14. TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 448632109 13D/A Page 3 of 3 Pages
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This Schedule 13D/A amends the Schedule 13D (the "Original Statement")
filed by John H. Fisher on April 30, 1993, as amended by the Schedule 13D/A
filed by John H. Fisher on February 15, 1996. Except as set forth below, there
are no changes to the information set forth in the Original Statement, as
amended.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Item 3 is amended by replacing the first paragraph thereof with the
following paragraph:
On February 26, 1999, Phyllis H. Fisher made a bona fide gift of 382,472
shares (the "Shares") of Class A Common Stock, $0.33-1/3 par value per share
("Common Stock"), of Saucony, Inc. to PooRoo LLC, a Delaware limited liability
company the managing member of which is PooRoo, Inc., a Massachusetts S
corporation. John H. Fisher is President and Director of PooRoo, Inc., and has a
50% membership interest in PooRoo LLC. None of PooRoo LLC, PooRoo, Inc. or John
H. Fisher paid any consideration for the Shares. John H. Fisher is the son of
Phyllis H. Fisher.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 is amended by replacing the first paragraph thereof with the
following paragraph:
John H. Fisher is the direct owner of 307,129 shares for which he
exercises sole investment and voting power. Of the remaining 293,161 shares,
191,236 shares are held by PooRoo LLC of which each of Mr. Fisher and his
sister, Merrill F. Gottesman, has a 50% membership interest and shares
investment and voting power; 83,410 shares are held in trust for the benefit of
Mr. Fisher for which Mr. Fisher and Merrill F. Gottesman are trustees and share
investment and voting power; 1,333 shares are held by Mr. Fisher's daughter for
which Mr. Fisher exercises sole investment and voting power; and 10,800 shares
are held in a generation skipping trust for which Mr. Fisher exercises sole
voting and investment power. The number of shares beneficially owned by Mr.
Fisher does not include (i) 191,236 shares held by PooRoo LLC of which each of
Mr. Fisher and Merrill F. Gottesman has a 50% membership interest and shares
investment and voting power and as to which Mr. Fisher disclaims beneficial
ownership, and (ii) 83,410 shares held in trust for the benefit of Merrill F.
Gottesman for which Mr. Fisher and Merrill F. Gottesman are trustees and share
investment and voting power and as to which Mr. Fisher disclaims beneficial
ownership.
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.
March 2, 1999 /s/ John H. Fisher
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John H. Fisher
