OMB APPROVAL
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )
K2 INC.
(Name of Issuer)
Common Stock, par value $1 per share
(Title of Class of Securities)
48273210
(CUSIP Number)
Robert T. Anthony
65 Park Lane
Concord, MA 01742
(508) 369-9565
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
June 24, 1996
(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 [ ]
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 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>
SCHEDULE 13D
CUSIP No. 48273210
1 NAME OF REPORTING PERSON
Robert T. Anthony
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Intentionally Omitted
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b)
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
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
NUMBER OF 7 SOLE VOTING POWER 38,561
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 1,415,407
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 38,561
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 1,415,407
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,453,968
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.8%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE
ATTESTATION.<PAGE>
SCHEDULE 13D
CUSIP No. 48273210
1 NAME OF REPORTING PERSONS The Anthony Family Trust
(See response to Item 1)
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Intentionally Omitted
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [x]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
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
NUMBER OF 7 SOLE VOTING POWER 0
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 1,001,249
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 0
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 1,001,249
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,001,249
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1%
14 TYPE OF REPORTING PERSON*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE
ATTESTATION.<PAGE>
Item 1. Security and Issuer
The class of equity securities to which this statement
relates is the Common Stock, $1.00 par value per share, (the
"Common Stock") of K2 Inc. (the "Issuer"). The principal
executive offices of the Issuer are located at 4900 South Eastern
Avenue, Los Angeles, CA 90040.
Item 2. Identity and Background
This statement is being filed by Robert T. Anthony and The
Anthony Family Trust (as defined in the response to Item 5), of
which Mr. Anthony is co-trustee (each, a "Reporting Person").
Robert T. Anthony is a Principal in Concord Partners, a
management consulting firm, and from May 1994 until his term
expired on May 8, 1997, he served as a director of the Issuer.
His business address is 65 Park Lane, Concord, MA 01742, and the
address of The Anthony Family Trust is c/o Robert T. Anthony at
the foregoing address.
During the last five years, neither Reporting Person has
been convicted in any criminal proceeding (excluding traffic
violations or other misdemeanors) nor has either Reporting Person
been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of or prohibiting or mandating
activities subject to federal or state securities laws, or
finding any violations with respect to such laws.
Each Reporting Person is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
The shares of Common Stock owned directly by Robert T.
Anthony and his spouse and minor children were acquired as gifts
from Myron P. Anthony or as a result of stock dividends or stock
splits. The shares of Common Stock held by The Anthony Family
Trust (as defined in Item 5 below) were acquired from Myron P.
Anthony, the late founder and Chairman Emeritus of the Issuer and
Marilyn Anthony, his widow, as the settlors of The Anthony Family
Trust or as a result of stock dividends or stock splits. Myron
P. Anthony had acquired the shares of Common Stock contributed by
him to The Anthony Family Trust as founder's stock or as a result
of stock dividends or stock splits. The shares of Common Stock
contributed to The Anthony Family Trust by Marilyn Anthony were
acquired by her by gift from Myron P. Anthony or as a result of
stock dividends or stock splits. Robert T. Anthony is the son of
Myron P. Anthony and Marilyn Anthony.
Item 4. Purpose of Transaction
All of the shares of Common Stock beneficially owned by
Robert T. Anthony and The Anthony Family Trust were acquired for
investment.
The Reporting Persons intend continually to review the
Issuer's business affairs, management, financial position, and
future prospects as well as conditions in the securities markets
and general economic and other conditions. Based on such
evaluation and review as well as the purposes of The Anthony
Family Trust, the Reporting Persons will continue to consider and
explore various alternative courses of action with respect to
their interests in the Issuer as they may deem appropriate in
light of the circumstances existing from time to time. Such
alternatives include, among other things, the purchase of
additional shares of Common Stock or the sale of all or a portion
of the shares of Common Stock beneficially owned by the Reporting
Persons, in the open market or in privately negotiated
transactions, to one or more purchasers.
The Reporting Persons voted against the election of the
individuals nominated by a majority of the Board of Directors of
the Issuer for election to such Board of Directors at the
Issuer's 1997 Annual Meeting of Stockholders held on May 8, 1997.
Such nominees were elected to the Issuer's Board of Directors.
Reference is also made to the response to Item 6.
Other than as set forth above, neither Reporting Person has
any plans or proposals which relate to or would result in (a) the
acquisition by any person of additional securities of the Issuer
or the disposition of securities of the Issuer, (b) an
extraordinary corporate transaction, such as a merger,
reorganization, or liquidation, involving the Issuer or any of
its securities, (c) a sale or transfer of a material amount of
the assets of the Issuer or any of its subsidiaries, (d) any
change in the present board of directors or management of the
Issuer, including any proposals to change the number or term of
directors or to fill any existing vacancies on the Issuer's board
of directors, (e) any material change in the present
capitalization or dividend policy of the Issuer, (f) any other
material change in the Issuer's business or corporate structure,
(g) changes in the Issuer's charter, bylaws, or instruments
corresponding thereto or other actions which may impede the
acquisition or control of the Issuer by any person, (h) causing a
class of the securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered
national securities association, (i) a class of equity securities
of the Issuer becoming eligible for termination of registration
pursuant to Section 12(g)(4) of the Securities Exchange Act of
1934, as amended, or (j) any action similar to any of those
enumerated above.
Item 5. Interest in Securities of the Issuer
An aggregate of 1,403,569 shares of Common Stock are held
pursuant to the revocable trust agreement, amended and restated
as of May 31, 1995, known as "The Anthony Family Trust." The
Anthony Family Trust was formed by Myron P. Anthony, the founder
of the Issuer, and his wife, Marilyn Anthony. Upon Myron P.
Anthony's death on June 24, 1996, Robert T. Anthony, the son of
Myron P. Anthony and Marilyn Anthony, became co-trustee of The
Anthony Family Trust along with his mother, and The Anthony
Family Trust became irrevocable except for Marilyn Anthony's
right to withdraw the individual property that she had
contributed to the trust estate (including any dividends or
interest that had been received in respect of such property).
Pursuant to such right, Mrs. Anthony has the right to withdraw
402,300 shares of Common Stock from The Anthony Family Trust at
any time.
Under the terms of The Anthony Family Trust, which provides
for the division of the trustee estate into several sub-trusts,
Robert T. Anthony is the co-trustee with sole voting and
dispositive power over the shares of Common Stock held by The
Anthony Family Trust. Marilyn Anthony is entitled to receive the
net income of the trust estate during her lifetime. After
Marilyn Anthony's death, the bulk of the trust estate will be
held in trust for a period of five years to permit an orderly
liquidation and then distributed to the children of Myron P.
Anthony and Marilyn Anthony. The shares of Common Stock held by
The Anthony Family Trust upon Marilyn Anthony's death may,
subject to certain conditions, be purchased by Robert T. Anthony.
Robert T. Anthony may be deemed to beneficially own
1,453,968 shares of Common Stock, which represent 8.8% of the
outstanding shares of Common Stock. Of such shares, 37,961
shares are owned by Robert T. Anthony, 11,838 shares are owned by
Robert T. Anthony's spouse and minor children, 600 shares are
subject to options granted by the Issuer to Mr. Anthony as a non-
employee director that may be exercised by him until August 8,
1997 at prices of $16,375 (as to 500 shares) and $23.00 (as to
100 shares), and 1,403,569 shares are owned by The Anthony Family
Trust. Robert T. Anthony has sole voting and dispositive power
over the 37,961 shares of Common Stock owned by him and the 600
shares subject to options, and may be deemed to have shared
voting and dispositive power with respect to the 11,838 shares
owned by his spouse and minor children and to share with The
Anthony Family Trust voting and dispositive power over the
1,403,569 shares held by The Anthony Family Trust.
Because Marilyn Anthony has the right to withdraw 402,320
shares of Common Stock from The Anthony Family Trust, she also
may be deemed to be a beneficial owner of such 402,320 shares,
with shared voting and dispositive power with respect thereto.
Neither Reporting Person has engaged in any transactions in
Common Stock during the 60 days preceding the date of this
report.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
As noted in the response to Item 2, Robert T. Anthony served
as a director of the Issuer from May 1994 until his term expired
on May 8, 1997.
On December 5, 1995, Robert T. Anthony, Abraham L. Gray,
another director of the Issuer, and Marilyn Anthony, acting as
stockholders of the Issuer, commenced a derivative action on
behalf of, and for the sole benefit of, the Issuer in the
California Superior Court for Los Angeles County (No. BC 140251)
entitled Marilyn Anthony, Robert T. Anthony and Abraham L. Gray
vs. John B. Simon, Hugh V. Hunter, Anthony Industries, Inc. and
Does 1 through 100. The complaint alleges that defendants Simon
and Hunter, purporting to act as an Executive Committee, breached
their duties of loyalty; acted in bad faith; engaged in
intentional misconduct; and engaged in a knowing violation of law
when defendants Simon and Hunter approved an agreement between
the Issuer and Bernard I. Forester, the Issuer's chairman and
former Chief Executive Officer, that had previously been rejected
by a majority of the outside directors of the Issuer at a Board
of Directors meeting. The complaint seeks recovery from the two
defendant directors of damages of not less than $10 million
allegedly suffered by the Issuer as a result of the defendants'
actions.
The nominal defendant has moved to dismiss the action on two
occasions, both of which motions were denied by the Court. On
March 4, 1997, the Issuer filed a motion for summary judgment
again seeking to terminate the action. Plaintiffs' response to
this third attempt is not yet due.
Except for The Anthony Family Trust (see the response to
Item 5), neither Reporting Person has any contracts,
arrangements, understandings or relationships with respect to
securities of the Issuer.
Item 7. Material to Be Filed as Exhibits
1. Joint Filing Agreement.<PAGE>
SIGNATURES AND POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each individual whose
signature appears below constitutes and appoints Robert T.
Anthony his or her true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, for such
individual and in such individual's name, place and stead, in any
and all capacities, to sign any and all amendments to this
Statement on Schedule 13D and to file the same, with all exhibits
thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney-
in-fact and agent full power and authority to do and perform each
and every act and thing requisite and necessary to be done, as
fully to all intents and purposes as such individual might or
could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent, or his substitute or substitutes, may
lawfully do or cause to be done by virtue thereof.
After reasonable inquiry and to the best of my knowledge and
belief, whose signature appears below certifies that the
information set forth in this statement is true, complete and
correct.
May 22, 1997 /s/ Robert T. Anthony
Date Robert T. Anthony<PAGE>
THE ANTHONY FAMILY TRUST
By: /s/ Robert T. Anthony
Robert T. Anthony, as Co-Trustee
EXHIBIT 1
JOINT FILING AGREEMENT
Each of the undersigned hereby agrees that the Schedule 13D
with respect to the common stock, par value $1 per share, of K2
Inc.(to which this Agreement is attached as Exhibit 1), and all
subsequent amendments, may be filed on behalf of each such
person.
May 22, 1997 /s/ Robert T. Anthony
Date Robert T. Anthony
THE ANTHONY FAMILY TRUST
By:/s/Robert T. Anthony
Robert T. Anthony, as Co-Trustee
