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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. 12)*
Methode Electronics, Inc.
Class B Common Stock
591520-10-1
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 6 pages
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CUSIP No. 591520-10-1 13G Page 2 of 6 Pages
1 NAME OF REPORTING PERSON
S.S or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
METHODE ELECTRONICS, INC. EMPLOYEE STOCK OWNERSHIP PLAN
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
NOT APPLICABLE
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
5 SOLE VOTING POWER
0
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0- SEE APPENDIX A
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
(SEE APPENDIX A)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0
12 TYPE OF REPORTING PERSON*
EP
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Page 3 of 6 Pages
Item 1(a). Name of Issuer:
Methode Electronics, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
7444 West Wilson Avenue
Chicago, Illinois 60656
Item 2(a). Name of Person Filing:
Methode Electronics, Inc. Employee Stock Ownership Plan
Item 2(b). Address of Principal Business Office, or if none, Residence:
7444 West Wilson Avenue
Chicago, Illinois 60656
Item 2(c). Citizenship
United States
Item 2(d). Title of Class Securities:
Class B Common Stock
Item 2(e). CUSIP Number:
591520-10-1
Item 3. (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 13d-1(b)(1)(ii)(F).
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Page 4 of 6 Pages
Item 4. Ownership:
(a) Amount Beneficially Owned: None (See Appendix A)
(b) Percent of Class: 0
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote. . 0
(ii) shared power to vote or to direct the vote. 0
(iii) sole power to dispose or to direct the
disposition of. . . . . . . . . . . . . . . 0
(iv) shared power to dispose or to direct the
disposition of . . . . . . . . . . . . . . .0
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:
Only participants in the Employee Stock Ownership Plan have the right
to receive dividends from, and the proceeds from the sale of the Class
B common stock of Methode Electronics, Inc. held by the Plan.
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.
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Page 5 of 6 Pages
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 purposes or effect.
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.
February 14, 1995
--------------------------
Date
Robert J. Kuehnau
--------------------------
Member of the Administrative Committee
Methode Electronics, Inc. Employee Stock
Ownership Plan
(5002A82A)
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Page 6 of 6 pages
APPENDIX A
The Employee Stock Ownership Plan of Methode Electronics, Inc. (the
"Plan") and the related Trust (the "Trust") were established by Methode
Electronics, Inc. (the "Company") on November 1, 1976 and February 24, 1977,
respectively. The Plan was established for the exclusive benefit of the
eligible employees (including eligible officers and directors) and their
beneficiaries. The Plan's purpose is to assist employees over the course of
their employment with the Company to accumulate capital ownership of the
Company for the purpose of promoting interest in the successful operation of
the business of the Company through such capital ownership.
The Plan is administered by an Administrative Committee which is
empowered, among other things, to interpret the Plan, make appropriate rules
and regulations under the Plan, determine all questions relating to the
eligibility benefits and to maintain records and delegate and allocate
administrative functions to others. The members of the Administrative
Committee are Kevin J. Hayes, Robert Kuehnau, and Louise Moiana, all of whom
are employees of the Company.
As of December 31, 1994, the Trust owns, of record, 74,321 shares of
the Company's Class B common stock or approximately 5.9% of the outstanding
Class B common stock of the Company. Pursuant to the terms of the Plan and
Trust, the Trustee allocates the shares acquired by the Trust to the respective
employee accounts on the last day of the Plan Year, each April 30th. Upon such
allocation, the voting rights of such shares are entrusted in the respective
employees. If the Trust does not receive instructions as to the voting of the
allocated shares, such shares will be voted in the same proportion as the
shares for which it received instructions. In addition, the employee
participants receive the benefit of all declared dividends on such shares by
allocation to their respective accounts. Furthermore, the allocated shares
maintain all liquidation and other rights prescribed by the Delaware
corporation Law and the Certificate of Incorporation of the Company. The
Trustee has no power to dispose of the shares of the Company's Class B common
stock except pursuant to the distribution provisions of the Plan.
(5002A82A)
