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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. 13)*
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
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NAME OF REPORTING PERSON
1 S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
METHODE ELECTRONICS, INC. EMPLOYEE STOCK OWNERSHIP PLAN
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
Not Applicable (b) [_]
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SEC USE ONLY
3
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CITIZENSHIP OR PLACE OF ORGANIZATION
4
United States of America
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SOLE VOTING POWER
5
NUMBER OF 0
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
0
OWNED BY
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EACH SOLE DISPOSITIVE POWER
7
REPORTING 0
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
-0- See Appendix A
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
(See Appendix A)
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
0
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TYPE OF REPORTING PERSON*
12
EP
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*SEE INSTRUCTION BEFORE FILLING OUT!
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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 8, 1996
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Date
/s/Robert J. Kuehnau
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Member of the Administrative Committee
Methode Electronics, Inc. Employee Stock
Ownership Plan
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Page 6 of 6 Pages
APPENDIX A
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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, 1995, the Trust owns, of record, 72,378 shares of
the Company's Class B common stock or approximately 5.8% 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.
